Rise of the Decepticons - Episode 3: The Nemesis Army Part 3
by Crystine Decepticon
Summary: Heroic Decepticons AU. Episode 3 in series: Rise of the Decepticons, part 3 of 3. The conclusion of The Nemesis Army. Now in control of the Nemesis Army, Nemesis Prime is determined to fulfil his destiny and rule Cybertron.
1. Chapter 1

**Chapter 1**

Seizer had expected to find a group of battered, defenceless Autobots huddled inside the storage bay, their energy reserves most likely depleted by their recent clash with the Nemesis Army. What he actually came face to face with, however, when he stormed the bay, he never expected.

He and his team of foot soldiers were greeted with several charged weapons pointed in their direction. The missing Autobot officers who had fled from the Command Center now stood their ground, and were accompanied by a team of Decepticons – their leader, a large, silver and black mech, pointed his cannon at Seizer as the Destron and his party entered the bay.

"I suggest you turn around and go back to whence you came," Megatron told him, "or we will have to send you back ourselves… in pieces."

Seizer held up a hand to signal to his team behind him. They stopped all activity, though their weapons were still drawn and ready. "Or, how about: hand the Autobots over to me, and no one needs to get hurt," he finally answered.

Before Megatron could say anything in response, Ironhide stepped forward, aiming his blaster at Seizer. "You want us? Come and get us," he said with a scowl.

Seizer gave him a sly grin in return, though it was a deceptive grin because it concealed his true intentions. "If you insist," he replied and then, without warning, fired a volley of searing laser blasts at the Autobot.

"Arghhh!" Ironhide fell backwards with the force of the assault, crashing to the floor beside his fellow Autobots, and that's when all chaos broke loose as Seizer's team of Destron soldiers opened fire upon them all at once. The Autobots responded immediately, firing back. Ironhide clambered to pick himself up, intending to jump back into the fray, though he was unsteady on his feet; one of the others held him back with a hand.

"Stay back!" It was the same Autobot medical officer who had escaped the Command Center with Jazz and Prowl. Taking over for Ironhide, he fired his own blaster back at the storm troopers, joining Prowl and the rest of the team in their counter-attack.

When the battle erupted, Megatron aimed his fusion cannon directly at Seizer and fired. The blast hit the Destron's side, knocking him off his feet, and he scrambled away as his soldiers covered for him. Six of them engaged in direct combat with the Decepticons, opening fire upon them. The Decepticons reciprocated, standing their ground, Starscream, Skywarp, Thundercracker and Dirge firing back in kind. It wasn't long before they emerged victorious.

Seizer had only expected to find Autobots on the run, Autobots who were already battle weary and who he could have easily rounded up. He had not anticipated the Decepticons or their counter-attack, and it was for this reason that his team was defeated quickly. As Destron soldiers lay strewn across the floor of the storage bay, most of them rendered non-functional, he attempted to flee but was blocked at the entrance by Starscream.

The Decepticon leader approached Seizer, who attempted to back away, and slowly raised his cannon to the Destron's chest. Then, as Seizer's optics grew wide with realization of his impending fate, Megatron fired.

* * *

The transformed Autobot formerly known as Optronix took several moments to survey his surroundings, not saying a word – until, finally, his optics rested upon the Destron scientist Deluge. There was a deathly silence all about them as Autobots and Destrons alike looked on, waiting with anxious anticipation to see how the Nemesis Prime would react – even Straxus, who now had his full attention upon Deluge's awesome new creation. It was surely a sight to behold.

"Who… _what_ … am I?" Nemesis Prime demanded of Deluge, his voice deep and fearsome, his hand slowly forming into a clenched fist as he lifted it to his face, examining it curiously.

Deluge maintained his composure, and his grin slowly widened. He stepped closer to the Nemesis, carefully and deliberately, wanting to reassure him. "Do not be afraid. You are the greatest of all my creations – indeed, of _all_ creations, and a true marvel of scientific endeavour."

Nemesis slowly looked from Deluge to Straxus, and then back again as a low growl emanated from his throat. He was far larger and physically much more powerful than Deluge or any of the Destron guards – his might seemed to be matched only by Straxus himself. Nemesis looked down at the control module in Deluge's hands, his red optics glowing. "Why did you create me?" he insisted.

"Oh, a very special destiny awaits you, Nemesis Prime. Together, we shall conquer all of Cybertron for the glory of Lord Straxus, and of all Destrons who follow him… and you, Nemesis, _you_ alone shall have the great honour of leading my Nemesis Army, to victory!" Deluge replied gleefully.

Nemesis Prime took in the scientist's words in silence until he had finished speaking. Then, as all optics and audio sensors awaited his response, Nemesis reached out and took the control module from Deluge's grasp. He examined it, turning it over in his hands.

The scientist moved closer in an attempt to reclaim his control module, but Nemesis kept it easily out of his reach. "You don't need that; give it to me," Deluge demanded feebly, nodding, his hand beckoning.

With one large hand wrapped around the module, Nemesis lifted it up in front of Deluge's face and then, with a malevolent snarl, began to squeeze it until it was nothing more than a crushed chunk of scrap. When he opened his hand, the module was unrecognizable; a thin, mangled piece of useless metal. It fell to the ground with a light clunk.

"No… no, no, no. What did you do?!" Deluge said in alarm, and bent down to retrieve the ruined module, but was suddenly stopped by a pair of large hands grabbing him by the neck and he found himself being lifted up off the ground. As he felt his throat slowly being crushed by Nemesis' strong fingers he struggled to speak, but found that he could produce nothing more than a subdued gargle from his vocal processor. His attempts to pry the powerful fingers from around his throat were all but futile.

As Deluge struggled to free himself, Nemesis gazed at him, optic to optic. "I am not Destron. I am… Nemesis Prime!" he emphasized forcefully, before releasing his grip on Deluge and violently throwing him backwards. The scientist landed hard on the ground.

Then Nemesis turned his attention away from Deluge, no longer interested in him, and noticed Straxus with his lethal blade held out in front of him. Before Nemesis could react, Straxus motioned for his guards and officers to converge upon the rogue Prime.

"You will bow down to me, or taste death!" the war lord bellowed, his glaive at the ready.

But Nemesis Prime stood his ground, unperturbed and seemingly unafraid of the Destron leader or his army of followers. Instead, he stepped towards Straxus, and as he did so two guards reached out to grab hold of him. With one swift, powerful swing, he slammed his forearm across their faces without even turning to look at them, knocking them away as if they were nothing more than a couple of sparring drones. Guards standing nearby became alerted and raised their weapons, pointing them at his back. " _I… obey… nobody_!" Nemesis declared, red optics glowing.

Straxus swung his glaive down hard, aiming for Nemesis' head. As he did so, Nemesis side stepped and grabbed hold of the glaive with both hands. Straxus struggled to keep his balance, the two of them fighting to overcome the other with brute strength, and for a while it seemed that they were evenly matched. Destron soldiers as well as their Autobot captives all looked on in surprise, watching the melee between the two powerful opponents. Guards stepped back to allow them room, as Nemesis threatened to overthrow Straxus, but the war lord was stubborn. He roared at Nemesis, infuriated by the outright challenge to his authority, and finally managed to connect his blade with Nemesis' midsection.

Nemesis staggered backwards and fell to the ground, one hand held against the injury. There was smoke and sparks, and drops of glowing energon trickled down his front, but it was only a temporary setback. Nemesis' expression turned cold as he slowly rose to his feet, his optics fixed upon Straxus, who looked down at the Nemesis in triumph. However, the war lord's pride was short lived as he realized what was about to happen next.

Soon after Straxus' army had secured the Iacon Command Center, drone activity had subsided as the Nemesis Army stood by to await their next command, relayed to them by Deluge. Now, all around, the drones that were still intact began to stir, as if injected with a flush of fresh energy, spurred to life once more. They came forth out of the rubble and from behind buildings and structures nearby from all directions, and began to form a circle around the gathered Destrons and Autobots.

Straxus watched the drones coming towards him, and his expression changed from one of superiority to one of surprise and concern. "Deluge! Stop them!"

A short distance away, Deluge struggled to sit up, still recovering from his confrontation with the Nemesis. "My Lord, I – I can't. My control unit is destroyed!" he replied, and scrambled to retrieve the unit from the ground.

Straxus let out a furious roar, but it was cut short as panic overtook him. He slashed out at the encroaching drones with his glaive, knocking one down and then another, but each time he got rid of one drone two more would appear in its place. "Well, don't just stand there!" he shouted out at his team of warriors. "Get them away from me!"

Clench, standing nearby, began to blast the drones with his cannon, but as soon as he did so many of the drones turned towards him and began to converge upon his position, seemingly unhindered by the energy from his weapon. He looked on, astounded, and then began to flail backwards in an attempt to get away from them, looking for an escape route.

"No! Don't use energy weapons against them – it'll only make them stronger!" Deluge shouted at Clench over the commotion.

Distracted and confused, Clench faltered for an instant, but that was all that it took as the drones encircled him completely, converging upon him and threatening to swallow him up in their midst.

Straxus knew a hopeless situation when he saw one. There was no time to gloat in his victory, or reign terror upon his Autobot prisoners. All that mattered now was his own escape, so that he could return later to exact revenge upon all his enemies. He would not be able to do that if he was killed by his own Nemesis Army. "Withdraw!" he called out to his warriors. "All units – withdraw!" he repeated and immediately took to the air, transforming into his mighty space craft mode. Then he streaked away, high up into the air, without waiting for his fellow Destrons to follow after him.

Upon hearing the command, Clench transformed into his alt mode – a massive truck – temporarily disorienting the drones that were groping and clamouring for his energon. As he began to roll forward, some of the drones were crushed underneath his wheels. Of course, he would never be able to defeat them all this way – he would first succumb to their sheer numbers – all he could do was speed away as fast as he could. Several ground troops followed after him, desperate to out-run the drone army, while the rest of Straxus' flight capable warriors were able to escape the drones' clutches with little effort. Only Deluge remained behind.

Nemesis Prime watched them go, looking up at the sky without saying a word. Then he raised an arm, and all drones immediately gave up their pursuit, turning to their new leader for further instructions. The Nemesis Army was now fully under his control.

Whilst the danger for the Autobots was far from over it appeared that, at least for now, they were safe from Straxus and his Destrons. But none of them had any sure idea of whether or not, in his current form, Optronix posed any threat to them at all.

Hot Rod had watched quietly as the entire drama had played out, hoping that his good friend was not entirely lost to them. He was the first among the group of Autobots, now free from their Destron captors, to approach the formidable robot. "Optronix?" he ventured forth, ignoring the others' startled warnings. "Optronix?"

Nemesis Prime slowly turned back to his former companions. He did not seem to acknowledge his former name, though his optics tracked the cadet who had called out to him.

"Optronix… I know it's still you in there," Hot Rod offered, but he was met with a cold stare. "Don't you remember? It's me, Hot Rod… please, let us help you." He stepped toward Nemesis, reaching out a hand, but was startled as the former cadet reached for him suddenly, grabbing the young Autobot by the throat.

"I… am… _Nemesis Prime_!" he reaffirmed, his optics glowing intensely.

Hot Rod held his hands up around Nemesis' grip in a vain attempt to pry off the strong hands from around his throat. In a moment of fear, and realization that he may have made a mistake, Hot Rod thought that he would die – his throat crushed by the hands of his former friend. But, then, he felt the lethal grasp slacken, and felt the pressure on his air intakes abate as the Prime's hands released him. It took him several moments to recover from the shock of his close call.

There was nothing more Hot Rod could do as he watched Nemesis Prime slowly turn around and walk away, the Nemesis Army drones lumbering after him.


	2. Chapter 2

**Chapter 2**

Once the Autobots had checked to make sure there were no more Destrons close by, Jazz stepped outside the storage bay and looked about. "Well, there's no sign of those things anywhere," he informed the others, referring to the drones.

Prowl walked up to stand beside him. "Maybe not, but they aren't our only problem." Then, before he could recommend their next course of action, Ironhide made his way over to the two Autobots, his fists clenched into tight balls, ready for revenge.

"Well, what are we all standing around here for? I say we go and show that bucket-of-slime Straxus what we Autobots are made of," the red Autobot proclaimed, angry. "Kick his rusty can all the way back to Polyhex!" The other Autobots all voiced their support.

Their medical officer joined the trio, adding his input as Prowl considered their situation. "We've got to try and take back the Command Center. It's our only chance."

Behind him, Trailbreaker nodded his agreement. "Ratchet's right. We can defeat Straxus… with the Decepticons' help," he said as he looked over his shoulder, indicating towards the small company nearby.

"Agreed," Prowl responded. "Though, we'll still need to deal with the drone army, somehow."

Megatron, having overheard, spoke up. "I've already sent reinforcements to Iacon. The drone army will be taken care of once Straxus has been dealt with."

Prowl looked back at the Decepticons, and then at his fellow Autobots. "All right, then. Let's take back Iacon," he said, and began to lead the way out along the road back to the Command Center.

* * *

During the short but intense battle that had taken place earlier between the Autobots and Straxus' forces, Skyfire had been shot out of the sky by three flight capable Destrons. He'd crashed a short distance away from the Command Center, and had remained where he'd fallen, smoking from his engines and rendered temporarily offline.

Once his automated self repair mechanisms had had enough time to do their job, he slowly came back online. He realized he was still in his alternate mode – a modified Valkyrie super jet with superior capability and weapons systems, and undoubtedly a highly valuable asset to the Autobot army – and transformed back into robot mode. It would take more than a few torpedoes and a stream of laser blasts to permanently deactivate him.

He staggered to an upright position, one hand holding onto a railing to steady himself, and looked around for Straxus' guards, including any encroaching drones. There appeared to be none in sight; however he could clearly make out the sounds of what he thought was a large number of foot soldiers marching together in unison. Cautiously, he began to walk towards the sounds, which seemed to be coming from just around the corner, and then stopped short. A full view of the street that led to the nearest city square opened up before him, and he could clearly see the cause of his concern.

He could not imagine how or why, but it looked as though the entire drone army was marching towards the communications tower, which loomed in front of him only a short distance away; its tall, thin spire reaching up towards the expanse of a clear, mauve sky. A larger, lone figure appeared to be leading the entire army of drones, though he did not recognize the mech.

The moving horde was a frightful sight, and in that moment he was relieved that he had not been spotted by them or, if they were aware of his presence, seemed to show no interest in him. But the thought was quickly replaced by a darker one, as he realized what might have happened.

If the Autobots had been defeated by Straxus and his armies and Iacon had been taken, then Cybertron and all of its inhabitants were in immediate danger. Without the strength and numbers of the Autobot army, there would be no one to stop the Destron war lord from unleashing mayhem and plundering the planet's resources until there was nothing left.

"What's happening?" A deep, concerned voice materialized from somewhere behind him to his right, and he realized it was the hot shot espionage specialist Mirage; due to his special ability to become invisible and then reappear at will, he often turned up in unexpected places, often at others' annoyance and displeasure.

Skyfire shook his head, unsure of the answer, though he was glad that at least one other Autobot had survived the battle against Straxus. "I don't know, but I'm going to try and get a closer look," he said finally.

Mirage nodded in acknowledgement and started after the larger jet-former as they both began to follow the Nemesis Army, keeping out of sight as best they could.

* * *

Hot Rod watched the form of the mech that used to be Optronix, and his demented army, march eastward on an unknown mission, before turning to his fellow Autobots, distraught. "Well, we can't just let Optronix go like that! He risked his own life to save ours – we've got to find a way to help him!"

Skids, Pipes, and Sureshot looked back at him in confusion and defeat, while Ricochet, Guzzle and Kup stood quietly by, watching as Blaster and several others began to offer their assistance to the injured. Yet others lay motionless on the ground, as Magnus did – however, now that Straxus' guards had fled and the Autobots were no longer being held hostage, there would be no time to relocate those who had been killed.

Kup took charge, speaking up. Of all the Autobots present, he was the highest ranking. "There's nothing we can do for him, lad. We've got to find the others first." He glanced behind him at the ruined Command Center. "In case Straxus returns."

But the brash cadet would not give up on his friend so easily. "Let me go after him – if I can at least find out where he's going–"

"No," Kup reaffirmed. "It's too dangerous. We'll wait for the others. They're bound to come back looking for us."

"That's _if_ they're even still alive out there!" Hot Rod contended. "For all we know, we could be the Autobots' last chance!" He was obviously grieved by what had happened to Magnus and now Optronix, and wanted to do something, _anything_ , to make things right again.

Blaster walked up to him, placed a comforting hand on his shoulder. "Hey – we'll find a way to get Optronix back. But Kup's right – you can't confront him on your own."

Hot Rod sighed, hesitated. "I just… want to do something to help, you know?"

"I know. We all do," Blaster replied softly, though he was at a loss to know what else to tell him.

Kup continued speaking to the others, ignoring the cadet. "I'm going to try and get in contact with Sentinel from the comms center. In the meantime, let's get all the injured to the med bay."

* * *

As he approached, Prowl could see a small group of Autobots gathered outside the Command Center and, when he realized that neither Straxus, nor his armies, were anywhere in sight, increased his pace until he was sprinting towards them. He and the Autobots who accompanied him were immediately greeted with expressions of relief and elation, while the small party of Decepticons who had arrived with them spoke little and kept their distance.

"Good to see you're all okay. What happened?" Ricochet asked, running up to Prowl, Ironhide, Jazz and Trailbreaker.

"One of Straxus' little raiding parties came looking for us, and let's just say they got a whole lot more than they bargained for," Ironhide replied, and then paused for a moment. "We thought you might need a hand dealing with the Mighty One himself, but it looks like the party's already over," he commented, looking around at the non-functional drones that lay strewn about them.

Prowl stepped forward, taking note of the wounded Autobots being carried into the command post, and the damage the Center had sustained. "Where _is_ Straxus and the drone army?"

"Ah, well, Straxus and his loyal followers kind of took off…" Ricochet started to explain.

Prowl's gaze settled upon the experienced sharpshooter, his expression one of confusion. "Took off?"

"Well – turned tail, to be exact," Ricochet offered. "After what happened with Optronix – I mean, _Nemesis Prime_ –" He stopped short, the look of puzzlement on Prowl's face not helping matters. In all honesty, he wasn't sure that Prowl and the others would believe what had happened – at least, not until they saw Nemesis Prime for themselves.

As the Autobots were briefed on the situation with Optronix and the Nemesis Army, mostly by Hot Rod and Blaster, the Decepticons focused their attention elsewhere, namely upon a certain Destron mad scientist.

Thundercracker stopped Deluge from slipping away unnoticed, grabbing him by the arm. "Ah, just the Destron we wanted to see," he said, scowling. "In a hurry to be somewhere?"

Deluge struggled against his grasp, but was still weakened by his clash with Nemesis Prime and it did him no good. "Let go of me, or I'll–"

"Or you'll what?" Thundercracker taunted. "Run away like Straxus and all the rest of you losers?" Then he turned to his companions, forcibly dragging the scientist along with him. "Hey, Starscream, look what I found trying to sneak away," he called out.

"I said let go of me!" Deluge demanded, as Dirge grabbed him by the other arm. "You have no right to hold me here!"

"We're not letting you go anywhere until you hand over control of those drones to us," Starscream answered him smugly. When Deluge gave him a surprised expression, quickly turning into contempt, the Decepticon Air Commander continued. "That's right – we know about your fascinating experiments with the undead."

Suddenly, the scientist broke into a cackle – a high-pitched, mocking laugh that caught the Decepticons off guard. "I will _never_ hand over control of my great Army to you!" he proclaimed hysterically. "Never!"

"We'll see about that," Starscream answered him after a beat, and turned to the Decepticon leader. "Megatron, shall I terminate him now, or wait until Soundwave has had a chance to reprogram him into a mindless drone?"

Solemnly, Megatron looked from Starscream to Deluge and then back again, until the Destron scientist began to show signs of concern for his own well-being. Finally, he gave the order, nodding. "Terminate him."

Starscream smirked as he raised his null ray at Deluge, point-blank, and prepared to fire. Just as he was about to do so, Deluge burst out in a frantic plea for his life. "No – wait – please… there's no need to kill me. I've done nothing wrong!"

Megatron stepped towards Deluge and looked down upon him in an intimidating manner. "You _will_ hand over control of those drones, or be terminated. The choice is yours," he said bluntly.

"That's not possible," he informed them, and quickly tried to explain when he received disapproving looks from the Decepticons. "Please, you don't understand. You see – my control module was destroyed! Look for yourself – if you don't believe me, it's right over there!" Deluge nodded towards a mangled black object on the ground nearby.

Skywarp picked up the non-functional module and handed it to Starscream, who briefly looked it over. "You must have another one of these," the second-in-command said.

"I do, but it won't help!" Deluge countered. "Not anymore. No one can stop my Nemesis Army now."

"What do you mean?" Starscream asked curiously. "What happened here?"

Deluge looked back at him in earnest. "Don't you know? Why, it's already too late. For the first time in history, Cybertron will finally become a unified world, ruled by the great Nemesis, and aided by the greatest Army our galaxy has ever seen."

The Decepticons couldn't even begin to fathom the scientist's outrageous claims. "What is he talking about?" Dirge asked in puzzlement. The scientist must have truly lost his sanity.

One of the Autobots spoke up as he made his way over to them. "I think I can explain." It was Prowl.

The Decepticons turned their attention to Sentinel's advisor, curious to hear what he had to tell them.


	3. Chapter 3

**Chapter 3**

Displaying the determination and single–minded purpose that was reminiscent of his former self, Nemesis Prime began to scale the communications tower with a strong, steady rhythm. Behind him, his army of drones obeyed his commands faithfully, without the need for him to utter a single word or use any external control signal; his ability to communicate with the living dead was innate, his instructions received instantly by them. This ability was the result of a natural property of the Ore-13 that tainted the Matrix he now carried, but which also provided him with the means to communicate directly to the very animating force of the drones themselves.

The two Autobots stood quietly by, watching at a safe distance as the drones encircled the tower's base, the vast number of them extending outwards a fair distance from the tower. The drones' attention seemed to be focused upon the solitary mechanoid climbing the structure, optics raised upwards as if in a silent vigil.

"What are they _doing_?" Skyfire said to Mirage in a low voice, his optics remaining fixated upon the scene before them. He continued watching as the Nemesis arrived at the top of the tower, and bent down to open the cover of the control bank situated upon the narrow walkway.

"I don't know, though I have a feeling it's not anything good," the blue and white espionage agent replied.

After several long moments, the drone leader straightened and as he did so, a burst of bright blue energy was emitted by the tower's antenna, shooting upwards into the sky like a laser beam. Nemesis Prime remained where he was, watching the beam as it continued to radiate out into space.

Mirage pointed towards the lone mech upon the tower, and the activated antenna. "What in the…?" he managed to whisper.

Skyfire shook his head, and then transformed into his jet mode, keeping his canopy open for Mirage. "We'd better get back to Iacon and find out what's happened to the others," he said.

As Skyfire took to the air with his companion, Nemesis Prime paid them no heed – all that mattered to him was the success of his mission and, hence, the fulfilment of his destiny.

* * *

Upon entering the Command Center, Kup had to avoid broken conduit and twisted metal at every turn – part of the general wreckage that had been caused by the recent drone invasion. Passing the med bay, he noticed Ratchet and several others as they assisted in emergency repair work of injured Autobots. The place was a mess, but the clean up effort would have to wait until the crisis was over.

He continued along the hallways and then up several levels on an elevator platform until he arrived just outside the control room. It was apparent that a struggle had taken place inside – a burned out control panel, a shattered monitor, scorch marks along one wall – but it was now deserted, the unusual quietness that had settled over the room exuded a restless eeriness that was difficult to ignore, leaving Kup with a feeling as if the place had been abandoned millennia ago.

The adjacent communications room, on the other hand, looked as though it had been left undisturbed for the most part. The seasoned troop leader noticed the communications equipment at the relay station was still online, and he walked towards it. He saw that it had been set to actively monitor the air waves, and one of the indicator lights was flashing, so he took a seat in front of the console and flicked a switch on the control panel, leaned forward closer to the transmitter. Just when he was about to speak, a voice came over the link.

"Hello? Hello, is anybody there? Please, somebody respond."

"This is Iacon Command. Who am I speaking to?" Kup returned.

The mech on the other end sighed in relief, "Oh, thank Primus," took a moment to clear his vocal processor. "This is Alpha Trion. We've been trying to get in contact with Central Command for more than an hour. We thought something terrible must have happened…" Then he trailed off, sounding uncertain. When Kup neither confirmed nor denied his concern, he continued. "I have some rather alarming news. We are detecting a significant energy drain that is directly affecting our power grid. Whether this is a localized anomaly, or is originating from outside this sector I cannot determine without venturing beyond the Academy."

Kup was not aware of any anomaly with the energy grid. He thought for a few moments before responding. "Hm. We haven't been alerted to any anomaly. We'll let you know if we find out anything. Listen, can you let Sentinel know that we've found–" Kup started, but was cut off by another voice over the link – a very familiar voice.

"Who is this? Kup?" Sentinel demanded.

"Sentinel? It's good to hear from you. You must be feeling better."

"What is happening? Has the Command Center been compromised?" the leader of the Autobots wanted to know.

"It looks like the drones have already come and gone through here. We don't know whether they'll be back." Kup paused for a moment, wondering how his next statement would be received. "Ah, we know who has your Matrix, though getting it back is going to be a little difficult."

"It's that fool Straxus, isn't it? He has it. Is he in Iacon?" Sentinel's anger was beginning to surface as he recalled his experience at the hands of the war lord's raving scientist.

"Well, no, not quite. One of the Destrons forcibly inserted the Matrix into… his name's Optronix," Kup said, and a moment of awkward silence followed. "I'm not sure how or why, but it transformed him, somehow." Before he could explain any further the Prime spoke again, impatience clearly in his tone.

"I don't care what it takes. I want it back, do you hear me? I will be in Iacon shortly," Sentinel commanded abruptly, before disconnecting the link.

"Sentinel, wait–" Kup quickly replied, but it was too late. He was gone.

* * *

As Skyfire approached from the east, Prowl glanced upwards and watched the large jet land nearby before it transformed back into robot mode, ejecting a smaller Autobot as he did so.

"It's good to see you're all alright," the Autobot's air guardian greeted, glancing around at Prowl, Ironhide, Trailbreaker and several others, as well as the small team of Decepticons, and noted that Deluge had been captured. His countenance became sombre as he saw the fallen lying on the ground. Then he pointed into the air behind him. "Something strange is happening at the communications tower. It's those drones – it looks like they're activating it."

No one spoke as they all watched Prowl contemplate the news. As he did so, Kup emerged from the Command Center and made his way over to them. "Ah, good. You're all here," he said to the Autobots, before casting a curious glance towards the Decepticons. "Sentinel's on his way," he informed Prowl.

"Does he know what's happened?" Prowl asked.

"For the most part," Kup replied, and then remembered Alpha Trion's report. "Oh, there's some kind of energy drain that's affecting the power grid in the sector. Think it has anything to do with the drones?"

Prowl shook his head, puzzled. The others did not seem to have any answers, either, until Jazz spoke up in realization. "It could be the comms tower," he said. "That transmitter is capable of drawing a tremendous amount of energy, especially when it's operating at full power."

"Jazz is right," Prowl agreed. "Does anyone have any idea what those drones are up to?"

Skyfire shook his head. "None."

"And more importantly, how we're supposed to stop them with that Nemesis Prime in control of them?" Trailbreaker considered, emphasizing the name. But no one seemed to have any idea.

"I can reach him," Hot Rod said quietly, standing behind Prowl. He sounded uncertain at first, though his resolve steadily increased. "I know I can. I can talk to him; it's still Optronix in there. Please, you've got to let me try," he said.

Kup and Prowl looked doubtful, but they said nothing straight away, and this time the brash cadet did not push the issue. Several moments went by before Prowl made his decision. "All right. You do exactly as I tell you, when I tell you. No stupid moves. Is that clear?" he said, glancing at both Hot Rod and Blaster.

"We promise," Hot Rod replied.

Satisfied, Prowl motioned for the senior Autobot officers – Kup, Skyfire and Trailbreaker – to accompany him to the communications tower, along with Ironhide, Jazz, Mirage, Guzzle and Ricochet. "Let's go," he said.

* * *

As Prowl and the Autobots went to investigate the situation at the communications tower, Megatron became aware of a shuttle craft in the distance, accompanied by several jets. "Good, Shockwave has arrived," he said, and watched as the Decepticon contingent came in to land.

Astrotrain was the first to touch down and transform as Shockwave, Soundwave, and the Constructicons all disembarked from the shuttle. Among the seekers accompanying Astrotrain were Thrust, Ramjet, Acid Storm, Bitstream and Hotlink, whilst Blitzwing was also among the arrivals.

"So, what happened? Is Straxus here?" Astrotrain asked after noting that Deluge was in their custody.

"He _was_ here," Thundercracker replied amusingly, "but was scared off when his own zombie army turned against him." After the blue and grey seeker brought them all up to speed regarding the incident with the drone army and Nemesis Prime, Shockwave shared his analysis of the situation.

"If Nemesis is controlling the drones directly, we must remove that which enables him to do so." Shockwave paused in contemplation, and cast his gaze upon Deluge, then stepped towards him, addressing him. "How were you able to infuse the Autobot Matrix of Leadership with the Ore-13?" he asked in a cold, stoic manner.

Deluge looked back at him in consternation; the Decepticons weren't certain whether his reaction was due to fear of the consequences if he refused to divulge his method, or whether it was due to his surprise upon discovering that Shockwave was aware of his use of the Ore-13. "I – I don't know what you're talking about," he finally replied. "You know as well as I do that the Matrix of Leadership is invulnerable to such procedures. What you're suggesting – it's simply not possible! Even if I wanted to, I'd–" He was cut short as Shockwave reached out a hand and placed it against the scientist's forehead. After a moment, Deluge's optics widened in shock and he cried out as a sharp, intense pain suddenly overcame his sensory circuits. Shockwave held his hand in that position for a good while, watching as the Destron struggled to escape from his penetrating energy beam but was unable to do so as Thundercracker and Dirge held him fast. When the guardian finally released him, Deluge could barely speak or stand upright as his entire system strived to recover from the unexpected attack.

Shockwave took a step back and spoke to him once more. "I will ask you again. How were you able to infuse the Autobot Matrix with the Ore-13?"

This time, Deluge understood that he had no choice but to give the Decepticon the answers he sought. He had no intention of experiencing first-hand just how much more pain Shockwave was able to inflict, nor did he doubt the powerful Decepticon's capability or willingness to do so. He slowly raised his head to meet the guardian's, and spoke in a lowered voice, still laboured from the punishment he had received. "I… I simply reversed the process," he began, his voice wavering. "The same process that I used to–" Then he stopped short, realizing that if he continued he would be divulging the genius of his creation that he, alone, had devised and developed. But he also realized that he had no choice.

"To _what_?" Starscream prompted.

"To… infuse each of my drones with a portion of a split life spark."

" _How_?" the Air Commander pressed.

"With my purposely built diffusion chamber – several failed attempts were unavoidable at the beginning, of course – but I was able to deduce the correct parameters, in the end."

An awkward silence followed, and then Starscream walked to stand before the scientist. "So, in other words, once the process proved successful for the drones, you were then able to infuse the Matrix itself with the tainted partial spark of your victim?"

Deluge looked back at him expectantly, his optics now subtly glowing with self pride. He almost seemed to be enjoying the attention. "Well… yes, more or less. It was easy, in a way – the Matrix is already able to absorb the sparks of those who have been sacrificed. I simply facilitated the process."

No one spoke a word as Deluge revealed the secrets to the greatest achievement of his career. Then Thundercracker broke the silence. "Well, you're just pure genius, aren't you?" he said to Deluge, his tone sardonic.

Shockwave nodded, satisfied with Deluge's answers, and then gave a small sigh in contemplation before moving on to a different issue. "If the city's transmitter remains operational at full strength, it will only cause the imminent planetary energy shortage to occur much sooner than anticipated," he stated.

"Yes," Megatron agreed, his thoughts along the same track. "And whether Straxus intends it or not, such an event would provide him with the perfect opportunity to overpower the Autobots whilst they are at their most vulnerable."

"Well, what about the zombie army? I mean, if he's no longer in control of it. It's probably not going to allow him free rein," Thundercracker pointed out.

Shockwave nodded in acknowledgement. "That is true; however, that will largely depend upon the intentions of its current leader, which is, as yet, unknown," he concluded, pausing in thought. "Either way, the drone army needs to be stopped, and Straxus removed from power – permanently."

"Straxus could be anywhere by now," Starscream reminded them. "He is probably in hiding, waiting for his next opportunity to make a move, just like the coward that he is." He glanced towards Deluge as he said this, but the scientist ignored him.

Megatron considered the situation, and devised a suitable plan. "Then we shall simply have to draw him out," he said.


	4. Chapter 4

**Chapter 4**

Nemesis Prime did not appear to notice the Autobots' arrival, or perhaps he did not care. Either way, he continued to ignore them as they ventured ever closer until they stood some distance behind the circle of drones around the base of the communications tower. They watched the army of the undead and its new leader with apprehension and fearful fascination; the Nemesis Army stood motionless, silently awaiting their leader's next instruction, their faces turned up towards him.

"They haven't moved since we left," Skyfire informed his fellow Autobots. "They've been standing there the entire time, just staring up at the transmitter, as if mesmerized by it."

"Hm. Perhaps they are waiting for something to happen… but, what?" Prowl asked, though more to himself as he watched with reserved curiosity. "Skyfire, be ready to get us all out of here, in case anything goes wrong." Skyfire nodded in acknowledgement, and then Prowl spoke to the others. "We need to try and get his attention somehow, preferably without a show of force. Any ideas?"

When no one had any good answers, Hot Rod saw his opportunity. "Sir, let me try. Please. I know I can reach him."

Prowl turned his attention to the orange and red cadet, and then back at Nemesis Prime, before taking in a deep cycle of air. "All right. You can try, but don't get close. Go ahead."

Blaster placed a hand on his friend's shoulder in support as all optics were now on Hot Rod, whose full attention was already upon the Nemesis. He stepped forward and cleared his vocal processor, preparing himself psychologically and emotionally for the challenge that lay before him.

Breaking through the eerie silence that pervaded the small city square, he called out to Nemesis Prime at full volume. "Optronix! Optronix, it's me, Hot Rod! Optronix!" Several astro-seconds passed by, but Nemesis Prime did not move or flinch, and so he tried again. "Optronix! Optronix, answer me!" Still nothing, but he was determined to get a reaction from his former class mate – any reaction was better than none – and ignored the doubting looks of his superior officers. "Optronix!" A few more seconds went by and then, reluctantly, "Nemesis… Nemesis Prime! I demand that you answer me!"

This time he got a response. The Nemesis slowly turned around to stare down at the mech who had called out his name. Regardless of the distance that separated them, Hot Rod could see the Prime's red optics glowing with slight irritation and curiosity, though his expression was mostly unreadable.

But the Nemesis, standing high up on top of the tower, gave them no further indication that he was able or willing to respond to the cadet's demands, so Blaster prodded his friend to keep it up. "Don't stop now – I think it's working. Call out to him again," he said, optics wide with trepidation.

So Hot Rod did. He called out the mech's name repeatedly, demanding to be heard, ordering that the unfamiliar mech climb down from the tower and speak to him, all the while the drones on the ground nearby mercifully ignoring him. For a long time, the Nemesis took no further actions, and it seemed as though he was undecided, unsure about what to do. Then, to Hot Rod's surprise, the drones directly in front of him began to clumsily step aside, moving as one, until the way was parted before him. Hot Rod glanced back at his superiors and then at the drones again, who had returned to their stationary positions, a clear path left for him to walk to the tower's base. Puzzled by the drones' actions, he was about to call out to the Nemesis again when he heard a deep, resonating voice bellow down from the top of the tower, and he knew immediately that it was the Nemesis speaking to him.

"I have made a path for you," the voice said, slowly and steadily. "Climb the tower, and I will allow you to speak with me."

Hot Rod looked to Blaster and let out a cry of triumph, grateful for the initial breakthrough, though he couldn't help but feel apprehension at the prospect of taking up the Nemesis' offer, fearful of what might happen if he did. Still, he knew that he had to do something if he was to even begin to get Nemesis Prime to trust him.

"Well, what are you waiting for? Go!" Blaster encouraged him, nudging him forward.

"Wait." Hesitant, Hot Rod glanced back at Prowl and Kup. He did not want to proceed any further unless he had their wholehearted approval. "Sir?" he asked tentatively, and reminded himself that he had promised to respect his superior's decision, no matter what it might be.

Prowl stepped towards the cadet until he stood beside him and glanced up at Nemesis Prime atop the tower, who awaited Hot Rod's response. Finally, he looked back at Hot Rod, and noticed the same stubborn determination and strength of will in his optics that only the very bravest of Autobots possessed. "Optronix was a good friend of yours?"

Hot Rod nodded without hesitation. "Yes, sir."

The second in charge inhaled deeply, and nodded in understanding. "All right. We'll be right here if you need us," he said in a low voice. "Go get your friend back."

"Yes, sir!" Hot Rod returned with quiet pride, saluted his senior, turned and then began to walk towards the tower.

* * *

The first thing that caught Sentinel's attention as he and his small contingent arrived in Iacon Central was the large assembly of Decepticons gathered near the Command Center, with Deluge in their custody. He was accompanied by Alpha Trion, as well as two cadets who had insisted on coming along – Powerflash and Sprocket.

Sentinel had been successfully repaired by Alpha Trion, and had since made an almost complete recovery from his ordeal at the hands of Deluge. As he strode purposefully towards the Decepticons, he appeared just as strong and self-assured as he'd ever been, though his physical stature was now smaller and slightly altered, due to his reversal into his original form ever since the Matrix had been removed from him. He sported a large cannon on his right shoulder, and was equipped with several other weapons on his arms, just like when he was Prime.

"Megatron!" he called out as he came to a stop in front of the Decepticon leader, who turned his attention to face him. "I should have known that you would have something to do with this," he said, indicating the aftermath of the recent battle around them, then briefly cast his glance over all the Decepticons, who had stopped conversing amongst themselves to focus their attention upon him as they formed a semi-circle around their leader. "And _you_ ," he said, looking across at Straxus' head scientist with disdain. "I will deal with you later!" A few moments passed by in silence before he spoke again, turning to face Megatron once more. "I have just spoken to Autobot Command, and they have granted me full authority to deal with this emergency situation as I see fit. Therefore, it is in all of your best interests to leave Iacon _immediately_ , or I shall order all units under my command to see to it that each and every Destron on Cybertron is apprehended for violating our highest laws, and promptly executed – beginning with _you_."

When the Prime was finished, Megatron did not respond straight away, nor did he appear at all surprised by Sentinel's sudden show of hostility. His Decepticons, on the other hand, looked back at the Autobot's Supreme leader with anger and resentment. But Sentinel ignored them, his focus fixed upon his former military advisor. How he thought that he could threaten an entire army of armed Decepticons, without backup, and get away with it was truly anyone's guess. Even his three companions, who had kept their distance as Sentinel had approached the Decepticons, knew that his show of pride and his arrogance could get him into serious trouble.

Starscream raised his arm weapon, pointed it directly at Sentinel's chest, and as soon as he did so the other Decepticons followed suit, slowly lifting their weapons and training them at the Prime. "How _dare_ you accuse us of crimes that you, yourself are guilty?" Starscream reprimanded him. "I should have finished you when I had the chance."

Megatron held up a hand, indicating to his team that he wanted them to refrain from taking any action, and then stepped closer to Sentinel until the two were face-to-face. "This is neither the time nor the place for this," he said, his tone harsh. "We have come here to stop Straxus and his army of mindless drones, before they deplete the planet of all its energy and attempt another takeover. Therefore, Sentinel Prime, it is in _your_ best interests to help us, or stay out of our way!"

Sentinel stared back at the Decepticon leader, who was noticeably larger, his stubborn pride not willing to step aside. "What are you talking about?" he demanded. "The drones are not reliant on our planet's energy – they are self sustaining! Do you take me for a fool?"

Megatron gave him a disapproving look, and pointed in the direction of the communications tower. "Iacon's energy reserves are being depleted at this very moment by the so-called Nemesis Prime, who now controls the drones. If he is not stopped soon, Cybertron will experience an accelerated energy crisis." He paused, watching Sentinel's reaction, and then added, "We have been aware of a forthcoming large-scale energy shortage for some time now. The point is, if you would spend more time listening to the Autobots under your command and less time pointing the finger at us, you might learn a thing or two about the state of affairs on this planet."

The bluntness of Megatron's remarks left Sentinel speechless, yet he was determined not to allow any Destron to show him up, no matter how justified they might be in doing so. Without another word, he turned brusquely away from Megatron and started for the Command Center without looking back. Several moments later, his three companions followed after him.

"Wow, what an aft," Skywarp commented, watching as Sentinel and the three Autobots disappeared inside the command post.

"Heh, you can say that again," his friend Thundercracker replied drolly.

* * *

Several lower ranking Autobots and cadets stopped what they were doing and looked up, their attention captured momentarily as their Supreme Commander strode past them in the hallway just outside the med bay, accompanied by three others. He did not stop or acknowledge them, but walked straight by on his way directly to the control room situated at the top level of the Command Center. Once there, he stopped briefly to assess the damage that had been left behind by the drone invasion, moved past the destroyed control panel to stand before an auxiliary console, and punched in a command on the access panel. After a few moments, a live feed of the communications tower filled the nearby monitor.

Alpha Trion quietly stepped closer to stand behind Sentinel and peered at the screen, watching with a curious fascination as Hot Rod, the cadet who was mostly known for his brazen attitude and impulsiveness, climbed the tower to meet a lone mech standing at the top – the leader of the entire Nemesis Army. The drones on the ground below appeared to have made a pathway to allow Hot Rod unimpeded access through them. In addition, the tower's antenna was emitting a full-powered transmission beam, drawing a large amount of energy in the process – just as Megatron had warned. "What is this devilry?" Alpha Trion finally demanded to know, his voice barely above a whisper.

For several long moments Sentinel was quiet. He slowly straightened, his expression grim. "This cannot be allowed to continue. I _will_ put a stop to it, even if I have to destroy the Nemesis Prime myself!" he declared obstinately, before turning and exiting the control room without another word.

Sprocket and Powerflash stood at the entranceway, watching their instructor leave, waiting until he had disappeared around the corner at the end of the hall out of sight, before they turned their attention to Alpha Trion for answers.

The elder Autobot walked out of the control room past the two cadets, indicating with a hand as he did so. "Come," he said to them, "we must hurry if we are to avert a major catastrophe."


	5. Chapter 5

**Chapter 5**

Walking through the midst of the Nemesis Army, deranged optics staring blankly at him with their gaping mouths and twisted expressions, must have been the most frightening – yet surreal – sensation that Hot Rod had ever experienced. At any moment, he imagined several drones suddenly jumping at him, grabbing him and then tearing him to pieces, and he couldn't help but wonder whether this invitation hadn't been a trick, so that Nemesis Prime could make an example of him as a warning to others to stay out of his way.

But his imaginings did not come to pass. Instead, he found himself reaching the base of the tower, and then proceeded to climb up its slender, tall structure. He paused for only a moment to look back at the other Autobots before continuing further, and did not stop again until he'd reached the top.

He slowly stepped up onto the thin walkway, keeping his gaze on Nemesis, who looked back at him with steady, determined optics. "Nemesis Prime," he uttered, looking up at the antenna that was emitting a high energy beam directly into space. "Whatever it is you're trying to achieve, there's probably a better way to do it. Let us help… and turn off the transmitter."

The Nemesis slowly looked up at the antenna as if the sole purpose of his existence was to guard it with his life. "This is the only way," he said simply in response.

"The only way… the only way… to do _what_?" Hot Rod asked tentatively, but Nemesis did not elaborate, so he repeated his query, this time with more determination. "Nemesis, what exactly is it that you are trying to do?"

The larger mech faced the cadet, standing tall and resolute. Then he focused his attention upon the ground below and slowly surveyed all the Autobots who stood looking back up at them, waiting with bated breath. "The First of our kind is near to all who call upon him in truth!" he called out in a voice loud enough so that all those below could hear him, lifting his arms in emphasis. "He fulfils the desire of all those who fear him, yet also hears their plea and saves them! For the word of Primus is our salvation, and his works are true!" He turned back to look up at the antenna again as he continued speaking, though this time only Hot Rod could hear him. "Primus spoke to our predecessors through the prophetic wisdom of all the Primes that have come before, but in these last days he shall speak and make himself known to us, just as he has appointed Nemesis Prime, the rightful bearer of the Matrix, to be the heir of all things!"

A long moment passed as Hot Rod attempted to make sense of the Nemesis' cryptic words. "Wait, I've heard that before," he began, and repeated to himself, " _The word of Primus is our salvation_ … _the word of Primus_ … _is our salvation_ … _but in these last days_? _In these last days he shall speak and make himself known to us_ …" He looked up at Nemesis as realization hit him, his optics wide. "I know what that is! You're – you're reciting from the scriptural texts – from the Covenant of Primus! Aren't you?"

Nemesis did not respond, but Hot Rod could tell that he was right. Still, it did not explain what, exactly, Nemesis Prime was attempting to do, though he knew he was getting closer to finding out; if he said the right thing, asked the right question, the Prime just might reveal his plan to him.

" _The word of Primus,_ " Hot Rod repeated to himself. " _The word of–_ wait, that's it, isn't?" He looked up at the antenna, the powerful blue beam being emitted from its tip disappearing out of sight into the darkness of space. "Of course! You're trying to contact Primus, aren't you? _The First of our kind is near to all who call upon him in truth._ "

The Nemesis turned to look at him again, repeating the sacred scriptures once more. "The First of our kind is near to all who call upon him in truth."

As Nemesis spoke, Hot Rod repeated the words along with him, "The First of our kind is near to all who call upon him in truth… He fulfills the desire of all those who fear him, yet also hears their plea and saves them."

Nemesis slowly nodded, satisfaction glinting in his optics. "Yes. Once Primus has heard my call and has revealed himself to me, the prophecy shall be fulfilled and I, alone, shall defeat our enemies and rule all of Cybertron!"

* * *

Alpha Trion was one of the few Autobots who had known Sentinel Prime since before he became Prime, and hence was also one of the few who was aware of the Prime's affiliations with Megatron. So, when he approached the Decepticon leader just outside the Command Center, he did not need to introduce himself, nor did he find himself in fear of the intimidating group of Decepticons, who all stood resolutely by their leader. "Megatron, I must apologize for Sentinel. Perhaps he has not been himself lately – or, indeed, for quite a while."

Megatron did not seem surprised by the Autobot elder's regretful admission. "I can assure you, Alpha Trion, that he has not changed at all."

Sentinel Prime was nowhere in sight. The two cadets who were with Alpha Trion, Sprocket and Powerflash, looked at the Decepticon with curiosity as the elder turned to speak to them in a low voice, whilst gently guiding them away. "Please, allow us a little privacy. This is a delicate matter, and it will be best that I speak to them alone." The cadets shrugged dismissively and respectfully moved away to give the elder his requested privacy, who then returned his attention to the Decepticons. "Erm, yes, well… be that as it may, he shall put us all at great risk if something is not done to stop him, I am afraid." Alpha Trion drew in a deep cycle of air. As much as he disliked speaking or doing anything against Sentinel's wishes, he knew that something needed to be done. "He believes that he can stop Nemesis Prime by force… however, any such confrontation will only cause him to turn his army of monsters against us all."

The words that Alpha Trion had spoken rang true. "That would not be unlike him," Megatron replied in agreement, and paused momentarily in thought. "Not to mention the payoff from such a battle would give Straxus the perfect opportunity."

"Yes, yes, indeed," Alpha Trion agreed, "and with our energy reserves running low we would not recover from it."

"Ah, so you are aware, then?" Megatron queried him.

Alpha Trion nodded emphatically. "Oh, yes, yes. Why, I have been aware of a growing shortage for some time. I have tried to warn Autobot Command many times… but they won't listen."

The Decepticons listened attentively, watching quietly as the peculiar Autobot senior shared with them his fears and concerns. "Would you also happen to be aware of the fastest way to shut down that transmission tower," Megatron finally said, indicating to the east, "whilst also initiating a sector-wide blackout?"

Alpha Trion thought for a moment, as he started to catch on to the plan that the Decepticon leader had in mind. "Well, yes, yes of course – the control hub." Megatron did not say anything further, but instead waited for Alpha Trion to continue. "Ah, but unfortunately I do not have the proper authorization to access it," he explained, optics downcast, though his disappointment was short-lived.

"I have the authorization required to access the control hub," Shockwave informed him.

Alpha Trion looked up to acknowledge the large, purple Decepticon who had spoken, and nodded in relief.

"Very well," Megatron said, before turning to his team of Decepticons. "Starscream, take your team and go to the tower, make sure the situation does not get out of hand. Stop Sentinel by force, if you have to, and be prepared for Straxus to make a surprise appearance. The rest of us will meet you there shortly."

Starscream nodded and gave his leader a smug smile. "It will be my pleasure, Megatron." Then he transformed and took to the air, as his fellow seekers, as well as Blitzwing, followed his lead.

As he watched the jets disappear beyond the nearest structure, Alpha Trion turned to the remainder of the Decepticons. "We do not have much time. Quickly, this way," he said, waving them forward in the direction of the Command Center.

* * *

After Nemesis' incredible announcement of his plans to take control of Cybertron, Hot Rod was left understandably speechless. In the most unthreatening manner he could display, he climbed back down the tower with the promise that he would soon return. Nemesis did not try to stop him, but simply allowed him to leave as he wished, all the while keeping control of his army of drones so that the path through them remained clear for him.

"Well, what happened up there?" Blaster quickly intercepted him, but all he received was an uncertain look from his friend. "Hot Rod?"

The cadet approached the waiting Autobots, and took a deep cycle of air as he tried to find the right words to explain what he'd just learned. "Sir," he began. Prowl and Kup both gave him concerned looks as they waited for him to continue. "Ah, it's… the news isn't good." As the rest of the Autobots crowded around them, he elaborated. "Optronix – no… I mean _Nemesis Prime_ … he thinks he's the chosen one, to rule Cyberton."

Kup gave him a quizzical look. "Chosen by whom? Straxus?"

Hot Rod glanced back up uncomfortably at Nemesis, who stood atop the tower waiting for his call to their Creator to be answered. After a few moments of awkward silence, he looked back at Kup in earnest, shaking his head. "No. Primus."

" _Primus_?" Kup repeated in disbelief, as several of the Autobots uttered sounds of surprise and alarm. "What do you mean, lad?"

"Yeah, he thinks that Primus will answer his call and then reveal himself. He thinks he's the one who's destined to defeat all our enemies," Hot Rod explained.

After several more kliks, Prowl finally spoke, though his voice was subdued. "I don't understand. How does he think he can contact Primus?"

"See that?" Hot Rod pointed emphatically up at the antenna, and the powerful beam that was being emitted from it into space. " _That's_ how."

Trailbreaker, who stood behind Prowl, spoke up, his optics wide beneath his visor. "You can't be serious?" Hot Rod gave him a blank expression in response. "But that's never going to work," he added, stating the obvious. "Even _if_ Primus actually exists somewhere out there in the universe, it would take a miracle for that transmission beam to reach its target."

"And an even bigger miracle if it's to do so within the next several hundred vorns," Ricochet added.

"Why, that's right," Ironhide said. "Sounds to me like that Nemesis Prime has a few transistors missing in his cranial circuits." Then he clenched his fists, lowering his voice. "Can't we just take him out? I say we do it now, before he even knows what hit him."

"That would be an imprudent move," Prowl rebuked him. "Not to mention reckless. There's no telling how the drones would react."

Hot Rod looked at the red Autobot in consternation. "That's still Optronix up there!" he exclaimed angrily, pointing back up at the Nemesis. "We can't just bombard him to scrap and then hope he's still functional afterwards!"

"I never quite said it that way–" Ironhide defended.

"No – but you sure meant it that way, didn't you?" Hot Rod challenged, and then glanced expectantly at the others. They could see that he was obviously distraught.

"All right, let's just all calm down," Prowl interjected, motioning with his hands, and then directed his gaze at Hot Rod. "Hot Rod… you've spoken to him. You know as well as I do that Optronix may never return to us–"

Hot Rod shook his head in strong objection, refusing to give up on his friend. " _No_! He's still in there somewhere! Please, he's gotta be. We've got to at least try!"

"Hot Rod." This time it was Kup who spoke, wanting to console him, trying to make the cadet see reason. "Sometimes things like this happen. We lose those we love. It's something that one day, you're going to have to come to terms with if you're going to be serving as an officer of the Autobot army for any length of time."

Hot Rod stared back at him, shaking his head in defiance. "No," he whispered, and then again, more loudly, "No. Not like this. I won't give up on him!"

Then Blaster stepped up, standing beside his friend to face the senior officers. "I won't either."

Though the two cadets were naïve and inexperienced, Prowl could see the glimmer of hope in their optics, and the stubborn determination that wouldn't let them go. "Weren't you a cadet, once?" he asked Kup in a low voice, before returning his attention to the two under his charge. "We've still got to find a way to shut down that tower… and, _if_ we can find a way to safely remove the Matrix from Nemesis Prime, there may be a chance that Optronix will be saved."

Immense gratitude came over Hot Rod and Blaster exhaled in visible relief; at least Prowl was willing to give Optronix a chance. But their elation quickly turned to surprise, as they caught sight of who had suddenly arrived to join them. Alerted, Prowl turned to see who it was, and the rest of the gathered Autobots did the same.

"Well, now that I'm back, I think it's time we put an end to that ridiculous exhibition," Sentinel declared, his tone forceful and impatient as he looked up towards the top of the communications tower. "Prowl, Kup: destroy that antenna, and seize Nemesis Prime."


	6. Chapter 6

**Chapter 6**

"No… no, you can't do that. I won't let you," Hot Rod protested, shaking his head adamantly. He knew that changing Sentinel's mind was an impossible feat, and so he reacted in the only way he knew how. He gave Prowl and Kup one final pleading look before turning and running back towards the tower. Even as Blaster called after him to stop and reconsider his actions, he refused to listen. His mind was already made up.

"What does that intolerable cadet think he is doing?" Sentinel demanded. All optics were now on Hot Rod as the cadet scrambled back up the tower. "Get down from there, you fool!" he called out, "That's an order!" But his words fell on deaf audio sensors, and so he turned to his senior officers. "Well, don't just stand there – _stop him_!"

"Sir," Prowl began, hesitant to carry out the Autobot Commander's orders. "It is already too late." Even as Prowl spoke, Hot Rod had already managed to climb halfway up the tower. "I would strongly advise against the use of force at this time. Perhaps if you would allow him the chance–"

But Sentinel would not hear of it. "I gave you an order!" Sentinel interjected. "Forget about the cadet. Destroy that antenna _now_ , or I will have your open disobedience of your Supreme Commander entered into your permanent record. Is that understood?"

"Sir–" Prowl's frustration with Sentinel Prime's stubbornness was obvious for all to see, though no one dared speak against the Autobot Prime for fear of his retribution. Despondent, the second-in-charge realized that he had no choice but to acknowledge his superior's authority. "Yes, sir." He looked at his fellow Autobots, and sighed in resignation. "You heard Sentinel Prime. Aim your weapons at the antenna and prepare to fire on my mark." Then he watched as those under his command did as he had ordered, reluctantly aiming their blasters at the middle of the antenna's length, though well clear of the two mechs atop the tower.

Prowl glanced back towards Sentinel, who stood waiting expectantly, before slowly turning to look up at the tower again, hesitant to give the command that would knock the antenna off its base and destroy it, while quietly hoping that Hot Rod knew what the hell he was doing.

* * *

As soon as Hot Rod reached the top of the tower, he noticed Nemesis observing the scene below, as several of the Autobots charged up their weapons and pointed them up towards the antenna. "Nemesis! Nemesis! Listen to me! If you don't turn off that antenna, they're going to destroy it!" he blurted out. "And then they're going to take you down!"

The Nemesis looked at him, and his red optics blazed with fury. " _No one_ shall rob me of my destiny!" he proclaimed and then, even before he had finished his sentence, the drones on the ground below began to stir en masse, moving as one. The path they'd made quickly disappeared as the army of the undead began to move towards the Autobots behind them at a rapid pace. Hot Rod could see Prowl reacting in surprise and then quickly retreating, as the rest of the Autobots began to disperse and scramble to safety, Sentinel among them – all thoughts of destroying the antenna forgotten. Shouts of alarm and distress could be heard coming from the ground below.

"No… no, no, no!" Hot Rod pleaded with the Nemesis. "Please, don't hurt them! That's our friends down there!" When Nemesis did not appear to pay any heed to his plea, he tried again in desperation. "Nemesis – Optronix – please, in the name of Primus _,_ _please stop_!"

That seemed to have gotten the Prime's attention. Just as quickly as they had begun to move, the drones immediately stopped in their tracks, obeying some unseen command. The Nemesis turned to Hot Rod, a faint glimmer of puzzlement in his optics. "Why do you call me that?" he asked simply.

Hot Rod was alerted to the sounds of several aircraft approaching from the west, and he looked up in alarm; the last thing he needed now was yet another hostile encounter with Straxus' forces. But as the jets came in to land nearby, transforming into their robot modes a safe distance away from the Nemesis Army, he realized that it was Decepticons. As far as Hot Rod could determine, the Nemesis did not appear to notice or care at all. "Call… call you what?"

"Optronix."

"Oh, right. Ah, well…" Hot Rod said, looking for the best way to answer. Then he sat down to gather his thoughts. "So, I mean… you don't remember any of what happened, do you?" When Nemesis just returned a blank stare, he released a drawn out sigh. "I call you Optronix because that's who you are!" He paused, shaking his head. "You're my best friend." After several moments of silence, he stood up to face the Nemesis, whose frame was much stronger and larger than when he was Optronix. "Look, it was Straxus… Deluge… who did this to you. They – they forced the Matrix into you and then it turned you into… into this!" he exclaimed, indicating with a sweep of his hand. "Into Nemesis Prime. But this isn't really you." Then, seeing that he had not elicited any further verbal response from the Nemesis, who instead seemed to be deep in thought, slowly sat back down again, saying nothing further.

* * *

Once the Decepticons had handed Deluge over to the Autobots in the Command Center, they continued on to the control hub without delay. "Please, this way," Alpha Trion moved surprisingly quickly, heading straight past the repository and further down the passageway that led away from the Command Center. He passed through several long sections of interconnecting tunnels and down along further passageways that took them beyond the command complex and into the north eastern part of Iacon Central. The group of Decepticons, led by Megatron, followed him in silence until at last the Autobot elder came to a stop in front of a large, secure structure. Alpha Trion unlocked the sealed entranceway and stepped inside, beckoning the Decepticons to do the same. "Well, here it is; the control hub for our power grid."

Megatron took a few moments to survey the room. It was a large space consisting of several banks of control terminals connected to large, cylindrical converters that hummed loudly with the sound of constantly churning plasma. He watched as Shockwave walked towards the nearest terminal to study it, whilst the other Decepticons; Astrotrain, Soundwave, and the six Constructicons, waited inside the entranceway.

Shockwave accessed one of the control terminals with a high priority authorization code, and then beckoned the others closer. As they all crowded around him, he brought up a map on the display in front of him. The entire sector's power grid was overlayed with an amber light at several junctions, which seemed to indicate that there existed some kind of instability throughout the distribution grid, including at the junction that supplied most of the War Academy's sub-sector.

"Well, it sure looks like a lot of power is being depleted by the transmission tower," Scrapper noted, pointing to a particular section of the map that was flooded with amber light. "It's making the grid unstable."

"Okay, so if we shut down the tower, the instability should resolve… right?" Scavenger asked.

Alpha Trion shook his head. "Not entirely, no, though it would certainly help reduce the effects of the anomaly that I've been detecting," he answered thoughtfully. "I began to notice a glitch in our power grid quite some time ago… though, at first, I thought it was only a temporary imbalance in the plasma chambers, but when it only seemed to get worse I knew we were facing a far more serious problem."

Shockwave turned to the two of them to explain further. "Whilst operation of the transmission tower is placing a strain on the converters, the fact that Iacon's energy reserves are already low is compounding the problem and causing the instability, or the glitch that you have been noticing, Alpha Trion." Then he turned back to the display, brought up the master control program for the distribution system, and looked towards the Decepticon leader. "I will shut down the power grid upon your command," he said in his usual, methodical manner.

Megatron nodded and, after a pause, gave him the go ahead. "Shut it down."

* * *

By the time Starscream and his contingent of jets landed near the communications tower, the Autobots on the ground had already dispersed, having taken cover wherever they could to escape the advancing Nemesis Army; then, when the drones' advancement suddenly stopped almost as quickly as it had begun, Sentinel was the first to confront the Decepticons.

"What in the Pits do you think you're doing here? I thought I told you all to leave!" he barked, though without his Matrix he did not have the same power of persuasion that he had when he was still a Prime.

Starscream looked at him amusingly, as Prowl and the other Autobots quietly approached to listen in on the conversation. "Believe me, Sentinel Prime, we'd like nothing more than to just leave you here and let you battle Straxus, _and_ these drones, all by yourself," he said with obvious sarcasm. "But the fact of the matter is that there is much more at stake here than your own self-importance."

Sentinel looked back at the Decepticon Air Commander indignantly, and it was clear to the Autobots around him that his pride was under attack. Regardless, not one of them was prepared to speak up in Sentinel's defence. "How _dare_ you," he barely managed to say, his gaze fixed upon Starscream and his team of seekers.

Starscream glanced at the top of the tower, noticed one of the Autobots in company with the Nemesis leader. Then he continued to berate Sentinel, ignoring the obvious ire that was being directed at him. "Unless you want to make the situation more difficult than it already is, I suggest you step aside and allow those more competent than you to do their job."

For Sentinel, that was the last straw. "I will not be spoken to like that from any Destron! You should have left when you had the chance. This is _my_ domain, and _I_ am in charge here!" he seethed, and then pointed towards the Decepticon seekers. "Autobots, _arrest them_!"

All Autobots present, junior and senior rank alike, dared not move or speak, obviously shocked by Sentinel's sudden power play in his attempt to show his superiority over the Decepticons, until Kup broke the silent standoff. "Sentinel, sir… it's probably not the best idea to–"

But Sentinel would not let him finish. "I gave you an order! Arrest them, _now_!" he repeated in an obvious rage, looking around expectantly at his subordinates, who still had their weapons charged and ready.

The Decepticons kept a wary optic on the Autobots, ready to charge up their own weapons in defence, though Starscream did not appear perturbed by Sentinel's demonstration of antagonism in the least. He stood with his arms crossed, waiting, as if daring the Autobots to do as they'd been ordered.

The tension and uneasiness that had arisen from the standoff between the two groups was palpable. Then Prowl finally spoke; his words were unexpected, though more than a little justified. "Sentinel, sir, it is my sincere belief that your ability to effectively lead the Autobot army as its Supreme Commander has been compromised… and until such time that the Matrix of Leadership can be returned to you in its original, unaltered state, I must insist that you stand down from your position–".

Sentinel spun around to face the acting second in charge, and was about to contest his belief when the lights from the streets and structures all around them flickered all at once before powering down, fading to darkness. It seemed that the entire city of Iacon had suffered a power blackout, as even the hum of distant generators slowed until there was only silence. After a second or two, a small number of backup systems automatically surged to life here and there, but other than that the city was completely still. Even the transmission tower had been affected by the blackout, as the powerful beam from its antenna receded and then disappeared altogether, releasing a final burst of energy as it did so.

"What in the Pits is happening?" Sentinel demanded, Prowl's daring confrontation suddenly forgotten.

The Autobots looked about them in confusion, while Starscream glanced at his fellow Decepticons in satisfaction. "Time to up the ante. Let's see what happens now, shall we?"


	7. Chapter 7

**Chapter 7**

After the incident with the drone army in Iacon, Straxus and his subordinates had fled to a semi-remote factory located in one of Iacon's outer suburbs, where he was certain he would not be found.

Even after Seizer and his team had been defeated, his top scientist Deluge captured, and control of his Nemesis Army had been lost, Straxus was not about to give up so readily. The thought of exacting his revenge upon Nemesis Prime in the most agonizing way possible for the rogue mech gave him much hope, and pleasure. He was determined to take back his Army, and he did not care what it would cost – even his own loyal followers were expendable.

"Clench! Grindcore! That Nemesis Prime must not rob me of my rightful reign! We must gather our remaining forces, and strike when they least expect it!"

The heavyset, heavily armed Destron, Clench, faced his leader with restrained anger and frustration – he, too, was more than eager to crush their enemies and revel in their misery. "Agreed," he answered. "My Lord, perhaps it would be wise to wait until the Nemesis Army has taken care of the Autobots for us?"

Straxus held a hand underneath his chin in thought, slowly pacing the large factory floor. "Those despicable Autobots must be defeated one way or the other, and the sooner, the better!"

As Straxus plotted his next move, still undecided on the best course of action, one of his subordinates rushed inside the factory in search of his leader. "Lord Straxus! I have news!"

Straxus turned to look at the Destron flyer who had just interrupted his thoughts. "Well, what is it, Slugslinger?"

The blue and white jet pointed outside, speaking quickly. "Iacon seems to have lost power. I saw it with my own optics – I was in the air when everything just suddenly went black–"

Straxus held up a hand, suddenly alerted. "Stop talking!" No one in the factory dared utter another word, lest they interrupt Straxus' thought processes and anger him. He carefully walked to the factory's exterior entrance and looked out towards the distant outline of the main city. Just like Slugslinger had said, the entire area of Central Iacon appeared to be dark and still. "Hm. It could be a trick…" he said, but then reconsidered. "Or, perhaps, my Nemesis Army has succeeded in laying waste to the city. Still, we must proceed with caution." He looked back at Clench, and then at Grindcore. Both stood waiting nearby. "Assemble the troops. We must strike now, whilst they are distracted!"

"Yes, Lord Straxus," Grindcore obediently replied, before gathering together his team, and Clench did the same.

"Our victory draws near!" Straxus declared with glee, before transforming into his space craft mode in preparation for his surprise attack on the Autobots' city.

* * *

The Autobots looked about in bewilderment, unsure whether the sudden blackout had been caused by an act of sabotage, or by a completely unrelated incident. The last thing they needed was a city that lay in darkness while an unpredictable Nemesis Army waited near by, the danger that it may suddenly decide to turn against them at a moment's notice all too real.

Starscream's voice cut through the dimness and uncertainty as he addressed the gathered Autobots, all the while ignoring Sentinel. "Listen carefully, Autobots, there is no time for me to explain. Find cover, and lay in wait until I give you the signal. Have your weapons at the ready, and attack as soon as I have fired the first shot."

"You will do no such thing!" Sentinel said, turning to the Autobots indignantly. "Do not do as he says!"

The Autobots regarded their obstinate leader in hesitation, but then looked to Prowl for guidance. "Attack? Who are we supposed to be attacking?" Ironhide asked.

"Straxus," Prowl interpreted, and then gave Starscream a knowing glance. "We'll be ready," he said to the Decepticons, and then motioned for the Autobots to get into position. "You heard what he said. Let's go."

Sentinel stood watching as, one by one, each Autobot made up his mind to turn away from him and follow Prowl's leadership instead. He was more than a little furious, to say the least, but knew that he had lost this personal battle. He turned to face Starscream moments before the Decepticons took to the air, as the Autobots mobilized and sought cover. "You will pay dearly for this," he threatened in a low, scathing voice, "you, and all _Decepticons_ … if it's the last thing I do."

* * *

When the antenna suddenly stopped transmitting and the city below them went dark, Nemesis looked up to the heavens and cried out, " _Nooooooo_!" His booming voice seemed to echo right across to the far side of the galaxy. He stood there for several long moments as Hot Rod slowly stood up, watching with widened optics. Then the cadet slowly reached his hands out in an unconscious gesture, attempting to guide and placate the much larger and more powerful mech. As Nemesis slowly turned to look down at the situation on the ground below, Hot Rod backed away, fighting back a sense of dread that was starting to well up within his systems. The Nemesis' optics blazed a brilliant red, brightly illuminating his facial features against the surrounding semi-darkness.

"Optronix… please, I can help–" Hot Rod began, but was cut short by Nemesis' sudden anger as he lashed out at the cadet, striking him against the side of his face with a sweeping backhand. Hot Rod stumbled backwards into the antenna, cradling his right cheek with his hand.

"I… am… _Nemesis Prime_!" the mech reaffirmed once more and then, before Hot Rod could do anything more to stop him, the Nemesis vaulted over the walkway with a swift, powerful leap, and disappeared out of sight.

The moment Hot Rod realized that the Nemesis was gone, he scrambled to peer over the walkway. Steadying himself with the guide railing, he watched the Nemesis climb down the side of the tower, the powerful mech moving quickly as he covered several crossbeams at a time; at this rate, he would reach the ground in only a few more seconds.

Without thinking twice, Hot Rod pushed himself over the walkway and began to climb down the tower after the Nemesis, hurrying to catch up.

* * *

Having been essentially abandoned by those who were meant to obey him, Sentinel stood motionless, watching and listening, observing the eerie stillness that had been brought about by the recent blackout, permeating the atmosphere all around him. Then he charged up his plasma-powered cannon, the discharge electrodes at the rear of the weapon lighting up with bright pink energy, and began to slowly pace in front of the waiting Nemesis Army, watching carefully for any sign of change in the drones' behavior.

As the day cycle drew to a close, twilight had begun to settle upon the planet's surface. Compounded by the dimness brought on by the blackout, it had become harder to see within the normal spectrum of visible light, while the only sound that could be heard was the soft shuffling of the drones as they swayed and grumbled to a rhythm that only they understood. For those waiting for something to happen, it felt like the calm before the storm.

Distant sounds coming from near the top of the tower caught Sentinel's attention, and he looked up to see a figure climbing down the tall, slender structure. Nemesis Prime was moving fast – too fast to allow him enough time to escape, so he decided to stand his ground; if the Nemesis truly was Optronix in a new form, modified by the very Matrix that had been stolen from him, he would need to find a way of taking back the precious artefact. He knew that without it, he would not be able to retake command of the Autobot army.

The Nemesis leaped off the tower some several levels up to land with his feet firmly on the ground, as the drones cleared a path ahead of him. He looked about, surveying the area, until his scanning gaze rested upon Sentinel. With long, steady strides, the Nemesis proceeded to make his way through his army of drones until he came to stand in front of the Autobot leader, vis-à-vis. He did not appear threatened at all by Sentinel's impressive weapon.

"You dare stop Nemesis Prime?" Nemesis began, pointing an accusatory finger at Sentinel, red optics ablaze with vengeance. "I, alone, have been appointed by the First of our kind to lead us into a new era, and _none_ shall stand in my way!"

By the time Nemesis had finished speaking, Hot Rod had caught up to him, running up behind the rogue Prime and then stopping short. Sentinel ignored the cadet, his focus solely upon the rival Prime.

"You have been appointed by nobody!" Sentinel challenged him, sneering derisively. "You are but a mindless drone yourself, no better than any of these pathetic creatures," he said, indicating towards the drones with a sweep of his hand.

Almost immediately, the Nemesis Army began to stir once again, responding to the Nemesis' own rage and moving ever closer with a frightening ease of mobility that would have sent shivers down any mech's linkage.

Hot Rod, acting quickly in an attempt to prevent yet another killing frenzy, stepped in between the two mechs, one hand reaching out to Sentinel, his optics pleading with his instructor to consider a different approach. "Wait, Sentinel… please, let me talk to him."

"Get out of here, Hot Rod, before you get hurt. This has nothing to do with you," Sentinel replied, apparently unperturbed by the encroaching drones.

But the cadet stood his ground this time, his impatience and frustration now coming to the fore. "No, Sentinel Prime – this has _everything_ to do with me! I have to help Optronix." When Sentinel gave him a denouncing look, but said nothing further, Hot Rod quickly turned to face the Nemesis. "Primus… Primus needs you to defeat our enemies… _we_ need you!" He turned to Sentinel again, emphasizing in a low, forceful voice. "Tell him. Tell him we need him!" Sentinel hesitated, and then started to back away as the first of the drones began to reach out for them, intent on grabbing hold of something living. "Do it _now_!" Hot Rod pushed him again, his optics pleading, as time was fast running out. Soon, the drones would be all over them if Nemesis did not stop them.

Sentinel glanced about him uncertainly, his cannon held protectively in front of him. If he was going to make a run for it, his window of opportunity was closing fast; within a few moments, they would be completely surrounded by the drones, and there would be no escape. He had to make a decision.

He powered down his cannon, and for the first time in his existence, hoped to Primus that he had made the right choice in trusting the cadet. "You had better know what you are doing," he warned Hot Rod, and then spoke to the Nemesis as clearly and concisely as he could manage. "Nemesis Prime, please accept my sincerest apology. I have clearly misjudged you. If you would deliver us from your drones, then I shall do all within my power to ensure that you fulfil your appointed destiny."

To Sentinel's surprise and relief, the Nemesis Army began to retreat. Then Nemesis Prime stepped closer towards Sentinel, gazing intently at him, and for a long moment said nothing. He studied the Autobot leader as if he could see into his very spark.

The sound of distant jets approaching from the south-west did not register with Nemesis until after Sentinel turned to look up, alerted.

"Oh no, Straxus is back!" Hot Rod declared in quiet alarm, as he looked up at the sky. A contingent of Destron jets, led by a large space craft, stealthily approached, and then began to circle back around as they drew close, as if surveying the area. However, something was amiss – he could sense it – and a moment later he realized what it was. Straxus' ground troops were notably absent… "Sentinel, sir, we've got to get out of here, now!" he shouted suddenly, grabbing the Autobot leader by the arm in panic.

Even before Hot Rod could finish his sentence, a blaze of weapons fire hit Nemesis in the chest. The drone leader moved quickly out of the line of fire, seemingly unaffected by the initial blasts, but then the sound of heavy treads and artillery erupted from all directions, and Sentinel instinctively ducked, pulling Hot Rod down with him. A missile shot straight past them within mere mechano-inches from their heads, and slammed into a handful of the drones, blowing them to pieces.

The two of them began to run for cover as they struggled to find safety amidst the sudden onslaught of missiles and laser blasts that began to cut through the air all around them. Neither dared to stop or turn back until they'd reached temporary cover around the corner of a building.

Once he was certain they weren't being fired upon, Hot Rod peered back around the metallic structure to see Nemesis Prime being attacked by several ground troops, while enemy air craft overhead continued to circle the sky, looking for Autobot targets. "They're going to kill Optronix!" he shouted to Sentinel in desperation, ready to run back out into the middle of the battle zone in an attempt to try and drag the Nemesis to safety.

But Sentinel gripped his arm firmly, knowing the cadet all too well. "You will stay put. There's nothing we can do for him now," he replied, decisively, yet also with a touch of regret. "He'll have to fight this battle on his own."


	8. Chapter 8

**Chapter 8**

Prowl had watched as Grindcore, in his large tank form, lead a small team of Destron foot soldiers into the open space in front of the tower. He and the Autobots had found the ideal hiding place inside one of the nondescript buildings, where they looked out through a viewport as they waited quietly for the Decepticons to make their move – it would be their signal to ambush Straxus' unsuspecting party. His weapon charged and ready, Prowl looked up to see Straxus and the air-borne Destrons circling the sky above, and then indicated with a nod to Kup and Ironhide, who were also watching the scene unfold just outside.

"Get ready," Prowl said to them.

Ironhide gripped his flux cannon more tightly, lifted it to chest level. "I'm as ready as I'll ever be," he answered with gritty determination.

* * *

Grindcore's heavy treads rolled along the ground, trundling ever closer towards Nemesis, who stood waiting. The latter did not appear intimidated by the threat of the war lord army's approach, even as several Destron troops moved into position behind the tank, two or three at a time coming into view as they ran across the street from the left and right, or jumping out from behind nearby structures, weapons firing in a burst of bright laser blasts against the darkened streetscape beyond.

The heavy set Destron sub-commander stopped in front of Nemesis and transformed into robot mode, his cannon firmly in his grasp. He held up a hand and his troops immediately ceased fire, though remained on the alert, ready to unleash another fusillade of damaging firepower upon his command. "You have done well, destroying the Autobots for us," he said to Nemesis, looking around at the deserted landscape, not a single Autobot in sight. "Now, you will surrender your army to Lord Straxus–" A pause as he studied Nemesis' reaction. "–Or he will strike you down where you stand." As he said this, Straxus' space craft mode circled closer above them, a flight of jets accompanying him abaft.

Nemesis looked up at the Destron invaders in the sky, and then at a second unit of ground troops as it emerged from the shadows, led by Clench. As the enemy watched and waited in satisfied expectation, secure in the knowledge that they held the upper hand, Nemesis slowly raised both arms, outstretched and with palms opened, facing upward, and as he did so a glowing, violet-pink haze began to emanate from around his torso, slowly spreading to envelop his entire frame, fluorescent against the surrounding darkness. Then, in a sudden wave of low-pitched screams and growls, the Nemesis Army rushed forwards with violent fervour. Hundreds of drones swarmed towards the Destrons, moving around the Nemesis, clawing and clambering their way forward with a frightening tenacity that seemed unstoppable. The sudden rush of the drones as Nemesis mobilized his army against Grindcore and Clench caught the two of them off guard, but only for a moment.

"The drones might be immune to firepower, but _you're_ not!" Grindcore said in a low voice, growling menacingly, and then grimaced as he aimed his cannon point blank at Nemesis Prime's chest and fired.

* * *

"Optronix – no!" Hot Rod cried out, wanting to reach out and protect his friend – or what had become of him – from all harm, but all he could do was watch as three rounds of energy pulses from Grindcore's cannon hit the Nemesis squarely in the chest, sending him sprawling backwards onto the ground, sparks flying all around him.

Hot Rod couldn't take his optics away from the horrific scene, the Nemesis lying on the ground defeated as he struggled for survival, red optics still ablaze with the fury of having been wronged. "No, Optronix…" he managed again, this time in barely a whisper, but was soon jolted by Sentinel, who had refused to let go of his arm.

"Listen to me!" he said in a harsh tone to the cadet. "For once in your life, listen! If you go out there now you'll be shredded to pieces, do you hear me?"

Knowing that Sentinel was right, Hot Rod dropped to his knees in defeat, and began to grieve over the loss of his friend.

* * *

"Now?" Thrust whispered to Starscream, as he and the Decepticon jets watched Grindcore and Clench's teams open fire upon Nemesis. They had taken shelter near the top of one of the taller structures, and had a clear view of Straxus' small army, both on the ground and in the sky, though they remained undetected.

The Air Commander did not take his optics off the scene that was taking place on the ground below, and held up a hand in response. "Not yet."

It was apparent to all watching that Grindcore had defeated Nemesis; the Prime fell in a shower of sparks, absorbing the full brunt of Grindcore's cannon after receiving three bursts of its charge. He lay on the ground, broken and twitching, energon leaking from his face and side, but would continue to struggle to remain alive until his very last moments.

However, Grindcore's show of force did not come without risk, for although he had beaten the Nemesis, ensuring that the rogue Prime could no longer pose a threat to Straxus or his anticipated victory, the Nemesis Army remained as yet undefeated, and he had no way of knowing exactly how it would react, now that its leader had been disabled.

Indeed, no sooner had the Nemesis hit the ground, forced backwards with the impact from the assault, than it became clear to Grindcore and his soldiers that disabling the Nemesis Army's leader had achieved nothing. If anything, it had only encouraged the drones to intensify their attack with a fierceness and a voraciousness that the Destrons had not witnessed from the Army yet, and they began to panic, firing their weapons into the ravaging crowd of drones in a desperate attempt to back them off.

As soon as he realized that his soldiers on the ground had become sitting ducks, the war lord led the first air strike against the drones as he and his jets swooped low, letting loose a flurry of bright laser bursts upon the ground. In a last-ditch effort to end the Nemesis Army's dominion and finally take possession of Autobot territory, Straxus had decided that sheer force and firepower might be able to give him the advantage; even if the drones were able to absorb the concentrated energy from his weapons, perhaps with enough intensity, he might be able to simply blow them to pieces.

But Straxus' assumption about the drones was quickly proven wrong. They seemed able to absorb the energy from his laser weapons faster than his team could deliver, and the few projectile weapons that he could utilize against them proved to be far less efficient, due to the sheer number of the mechs that made up the undead army.

As his soldiers attempted to flee a losing battle, Straxus realized with a growing sense of urgency that the only safe place for him was to remain airborne, though he'd given up on firing down upon the menace, since it had proven an ineffectual, not to mention expensive, exercise.

A number of Straxus' ground troops had already succumbed to the encircling swarm of killer drones as they were savagely torn to pieces, whilst the remaining soldiers who had been lucky enough to escape the drones' deadly clutches, as well as the crossfire from the sudden air strike, scrambled to flee to safety, seeking shelter wherever they could to escape the terrible army. The battle on the ground was essentially over, the drones spreading out in all directions on a renewed mission to hunt down and destroy any mech still alive – no matter their allegiance – an unrestrained free-for-all.

Starscream watched Straxus and his aerial unit circle around the communications tower, and transformed into his jet mode. "Get ready…" he told the Decepticon flyers and, as Straxus came back around, picking up speed, he shot up into the air directly towards them. "Now!"

* * *

Prowl was beginning to wonder whether perhaps the Decepticons had never intended to help them at all… or, perhaps they had fled, leaving the Autobots here to fight the battle on their own. Either way, he was quickly becoming concerned.

"Ah, slag 'em – let's just get out of here before we get taken alive by those things!" Ironhide said in frustration, but Prowl held him back.

"No. Just a little bit longer," Prowl replied, though his voice could not hide his own uncertainty.

He continued to watch as the drones began to spread out into the nearby streets and buildings on the heels of fleeing Destron soldiers, whilst Straxus and his unit, still in the air, had stopped firing upon the Nemesis Army.

Then, only a few short moments later, as Straxus banked to manoeuvre around the tall transmission antenna, picking up speed as he straightened out again, Prowl's misgivings were gratefully dispelled when he saw a group of Decepticon jets fill the sky above them, on a course directly for the Destron space craft. Before the war lord could alter his path or engage defensive manoeuvres, Starscream, the blue, red and grey-colored jet leading the Decepticon unit, hit Straxus' forward control thrusters with a blast of laser fire, causing the larger craft to bank to the left, diving downwards. Momentarily losing control, Straxus narrowly avoided crashing into the drones below.

"Now!" Prowl shouted, and rushed out of the building, leading the Autobots out into the war zone.

* * *

In his effort to regain control from Starscream's initial attack, Straxus steadied himself enough to be able to swerve upwards and away from the ground, but there was little he could do to protect himself from the barrage of enemy fire that bombarded him. Several Decepticon jets closed in around him, intent on taking him down with repetitive laser blasts and torpedoes, and he crashed to the ground in a burst of smoke and sparks. A moment later, the Decepticon jets split up into smaller units and began to chase down the other Destron flyers, who had begun to retaliate with their own counter-attack effort as they attempted to blow the Decepticons out of the sky.

The night was alight with activity, and while the battle in the air raged on, the action on the ground was equally as intense. Jazz, Guzzle and Ricochet intercepted the Destron soldiers on the ground as they attempted to run from the drones, blasting them with their weapons before they had a chance to escape, while Mirage and Blaster helped to track them down.

Grindcore and Clench had both transformed into their heavy alt modes in an attempt to trample their way through both the drones and the Autobots, but they were slow and cumbersome, and only managed to delay the inevitable.

Prowl teamed up with Kup and blasted Grindcore until the Destron could no longer effectively function in tank mode and was forced to transform to robot mode. Ironhide and Trailbreaker succeeded in their joint effort to stop Clench in his tracks, causing him to overturn and land on his side in truck mode, crushing several drones in the process; he, too, was forced to transform in order to try and run from the drones as they began to press in on the two Destron sub-commanders. However, the Autobots, having maintained their distance from any of the marauding, hungry drones, were able to intercept the Destrons before they could get away.

Whilst this was going on, Skyfire once again joined the fight in the air, and this time, with the Decepticons' help was able to pay back in kind the Destron flyers who had shot him out of the sky earlier. The three Decepticon trine units pursued and disabled any remaining Destrons in the air whilst Blitzwing, alternating between his tank mode on the ground and his large-winged interceptor mode in the air, kept the enemy off-balance and helped to ensure that neither Straxus nor any of his warriors had any chance of escape.

By the time Megatron and the rest of the Decepticons arrived at the communications tower, the worst of the battle was already over. Straxus had finally been defeated. However; the drones, still without a leader to control them, continued their destructive rampage, plundering and desecrating anything and everything that stood in their path as they began to spread out from the city square and into the surrounding streets.


	9. Chapter 9

**Chapter 9**

Hot Rod and Sentinel had managed to evade the drones by remaining as still and as quiet as possible, watching and waiting from a safe distance, but it had taken the cadet all the strength and discipline he had within him to stop from breaking free of Sentinel's grasp and running to help Nemesis, who continued to lay motionless on the ground where he'd fallen; as long as drones still lingered nearby it would be too dangerous, so he had to wait before it was safe enough for him to venture out from their hiding place.

Almost a breem later, Hot Rod was thankful when the last of the undead mechanoids had dispersed from the area. He turned to Sentinel, renewed resolve in his optics, but he did not have to say anything as Sentinel took the hint, and let go of his arm. The cadet rushed forwards into the open area, stopping momentarily as he took note of the Destron soldiers who had fallen victim to the Nemesis Army, their frames lying discarded on the ground, battered and torn and leaking energon. Several damaged drone parts also lay scattered across the ground nearby, still jerking and moving about with what appeared to be a supernatural life force of their own. The entire scene looked like a terrible massacre had taken place.

When Hot Rod finally reached the Nemesis he slowly kneeled down beside him, gently placed a hand on his arm. By now, the large mech had already lost much of his optic glow, dimmed by the loss of energon and the damage he had sustained from Grindcore's cannon. For a long moment, the cadet stared down at Nemesis' hand, unable to look upon the ruined frame of his former friend, not knowing what to say until, finally, he did not need to.

"Hot… Rod…" Nemesis Prime strained to lift his head to face him, his voice weakened and unnaturally weary, burdened by his failure to embrace the glorious destiny that had been promised to him by Primus.

Hot Rod jerked his head up and moved closer to the Prime, anxious yet hopeful all at once; it was the first time that the Nemesis had acknowledged him by name, and the look in his optics almost made Hot Rod believe that he remembered him, and the friendship that they had shared not too long ago. "Optronix?" But the mech said nothing more, only continued to stare back at him with a single-minded stubbornness that Hot Rod had come to know. "Optronix, hang in there… we'll get you help… you'll be all right."

As he spoke, Blaster came running up behind him, stopping short to listen. Behind him, Sentinel stood a few paces back, watching with reserved interest. They were joined several moments later by the other Autobots, who had since regrouped from their confrontation against the Destrons and now sought a way to stop the drone army once and for all, before it wreaked further devastation upon the city.

The Nemesis, oblivious of the Autobots who began to surround them, kept his gaze focused upon the red and orange cadet for a long, strenuous moment until, finally, he lifted his hands to his torn chest compartment and opened the front panels. "I… am…" He spoke with increased effort as his damaged systems began to shut down. "I am…" he repeated, somewhat more forcefully now, "Optronix." Then he reached inside his chest compartment, straining with both hands, and removed the tainted Matrix from its receptacle with all the strength he had left, before he finally went offline, his optics dimmed.

"Optronix?" Hot Rod bent over him, desperate that he would not lose Optronix the same way he had lost Magnus, but before he could do anything more he heard Sentinel say something, and he turned to look up at the gathered Autobots.

"Give the Matrix to me," Sentinel repeated, his tone softening slightly. Hot Rod looked back down at the Nemesis and the sacred Autobot artefact that rested in his hands. Gently reaching out, he took the crystalline object from him and then, as he slowly stood up, Nemesis Prime's frame began to shift and change before his very optics. Unlike the first time that Optronix had undergone the transformation into Nemesis Prime, this time the process did not appear painful; whether this was due to the fact that the mech was offline, no one really knew. But, either way, Hot Rod was grateful that Optronix did not have to endure another agonizing transformation.

Hot Rod stepped back to stand alongside the other Autobots, mesmerized by the process that was occurring, watching as Nemesis Prime's physical structure was reverted back to Optronix's original form. The same pink haze that had surrounded him during the first transformation was not as prominent this time around, though it still appeared – a soft, gentle mist encircling and then dissipating from around the mech.

Nemesis' frame seemed to shift and fluctuate until, after several moments, his frame was no longer that of a large, heavy-set Destron, but of a smaller, solidly built Autobot cadet. The dimmed optics no longer emanated a red glow, but a dull blue, and the colors that had adorned the mech's frame as Nemesis Prime – black, purple and grey – had returned to their original red, white and blue.

Hot Rod looked to Prowl and Blaster in an unspoken communication, and then at Sentinel, before he realized that he still held the Matrix in his hands and offered the precious object to its rightful owner, who took it gratefully from him.

He turned back to look down upon Optronix's off-lined form, the hint of a peaceful expression now upon the mech's face, and he hurried forward to kneel beside his friend. Blaster followed suit, and together they lifted the injured mech, gathering him in their arms.

Prowl turned to Ironhide and nodded towards the three cadets. "Are you able to take him to repairs?" Even before he'd finished asking, the red Autobot had already transformed into his van alt mode, his rear doors open. After Hot Rod and Blaster carefully positioned Optronix inside the van, the two cadets jumped in and slammed the doors closed, and Ironhide sped off in the direction of the Command Center, determined not to let the drones stop him get Optronix the emergency repairs he needed to save his life.

Watching them go, Prowl looked to Sentinel uncertainly and then averted his optics, fearful of being reprimanded for undermining the Prime's authority earlier. "Sir–" he began.

But the Autobot leader seemed to hear his thoughts, and spoke first. "Never mind that now. We still have a problem on our hands."

Sentinel's words helped to redirect Prowl's attention away from Optronix and back to the Nemesis Army that was still on the loose, and he looked about him in alarm. "The drones," he affirmed aloud, and then noticed all the Decepticons gathered nearby – their leader, Megatron, was among them, as was the Autobot elder Alpha Trion. They stood beside the unconscious form of Straxus, who lay on the ground battered and seared from the damage he'd received from their energy weapons; the war lord had been taken down by the Decepticon jets, and he'd reverted back to robot mode just after he'd hit the ground, triggered by the impact of his crash landing.

When Alpha Trion caught sight of Prowl, he rushed over to greet the Autobots, approaching their leader. "Sentinel Prime, I hope the power shut down did not cause you too much of an inconvenience… however, thanks to the Decepticons, Straxus and his followers have been captured and will no longer pose any threat to us."

Sentinel glanced briefly behind Alpha Trion at the Decepticons, and then back at the elder. "So, the blackout was deliberate," he said, realizing the Decepticons' plan to lure Straxus into an ambush by causing a power outage, in the same instance luring Nemesis Prime down from the tower. It had been a clever strategy, and one that was typical of Megatron's adeptness at devising military strategies and carrying them out – the primary reason why he'd kept the Decepticon as his military advisor for so long. "Still, we have no sure way of stopping those drones," he concluded, the unusable Matrix still in his hand as he indicated with a gesture at nearby streets and buildings – the drones' new focus of their destructive impulses. Now that they were without any leadership to direct them, the drones were very disorganized and aimless. Provided a mech did not attempt to confront them directly, the drones would, more than likely, pass him by. However, the city would need to be rid of them soon, before they destroyed everything in sight.

But Alpha Trion did not appear disheartened – rather, he was encouraged. "Perhaps not, however… the Decepticons have been discussing a possible solution," he informed the Autobots.

"To stop the drones? How?" Prowl asked. He and the others listened with interest to what Alpha Trion had to tell them.

The elder looked at him uncertainly. "Well, I'm not altogether clear about the _how_ , exactly." He paused, glancing back at the Decepticons. "Though it does sound like a rather intriguing proposition."

* * *

"Well, if nothing else, it's worth a shot," Starscream said, sharing his thoughts on the possible success of Scrapper's proposal. The leader of the Constructicons had presented a last-ditch plan to put an end to the Nemesis Army when it had become apparent to the Decepticons – and, indeed, the Autobots – that the drones would not stop or slow down without some method of forceful intervention. Since firepower was essentially ineffective against the drones, and while energy and resources were already scarce, there appeared to be no other option.

"Of course, there's no guarantee it'll even work – I've only run it through a simulator, but I haven't had the opportunity to put it to the test yet," Scrapper explained. He had offered to try out the experimental project that he'd been privately working on since before the Decepticons were formed. Other than with his fellow Constructicons, he hadn't shared it with anyone else, up until now.

"We have nothing to lose if it fails," Megatron replied, giving him the go ahead.

"It's as good a time as any," Hook said, shrugging with encouragement.

"All right then, here goes," Scrapper said, and turned to his team mates. He activated a silent uplink channel to each of them as the other Decepticons watched with interest.

"What now?" Scavenger asked expectantly.

"Let's see, uh, okay, first we transform," Scrapper said, and transformed into his construction vehicle alt mode – that of a front-end loader. All at once, the five other Constructicons copied his action, each transforming into their individual alt mode, and then waited for his next instruction.

By this time, the group of Autobots had stopped to take notice, approaching until they'd come to stand alongside the Decepticons, as they all continued to look on in quiet curiosity.

The next step appeared rather strange, as they had never seen any mech change his form in such a way before. With a brief flash of pink energy, Scrapper rotated to a vertical position so that he stood upright on his bucket, and then form-shifted until he resembled a large leg. "Okay, now, Mixer, you go next," he instructed his team mate, who looked on, hesitant. "Just do exactly what I did." Mixmaster rotated his mixer alt mode into position, but then stopped. There was no pink flash of energy as there had been for Scrapper, and no form-shifting. "That's right, now don't think too much about the next step, just will it to happen," Scrapper guided him. Then, after a second and then a third failed attempt, he added, "You already have all the instructions you need – just focus on the uplink."

"Okay," Mixmaster said, concentrating on Scrapper's advice and then, after a few tentative moments, the pink energy flashed briefly around him, and he form-shifted into what looked like a second leg. "Heh, I got it," he said happily.

"All right, good. Now, it's your turn, Long Haul."

Long Haul was successful on his second attempt, form-shifting in mid-air from his tipper truck mode into the torso of what was starting to look more and more like an oversized Transformer, and automatically combining with both Scrapper's and Mixmaster's forms.

Hook took no time at all to activate his instruction set. With the same pink energy surrounding him, he jumped up above Long Haul whilst in his crane alt mode, before shifting into a new form and combining with his team mate to form the upper body of the large Transformer.

"Scavenger and Bonecrusher, you're last, but not least," Scrapper said, though the last two Constructicons had already begun to form-shift and combine even before Scrapper finished speaking. Scavenger fit neatly onto the gestalt Transformer as its right arm, whilst Bonecrusher served as the left arm. The final phase in the entire process was the emergence of a head from between the shoulders of the giant combiner.

The Autobots, including Sentinel Prime and Alpha Trion, looked up at the oversized, purple and green Transformer in awe, speechless, whilst the Decepticons marvelled at the amazing feat that had just been pulled off by the Constructicons.

When the giant Transformer spoke, it was not Scrapper's voice that came forth, nor did it belong to any of his team mates. The combiner had his own unique sound – a deep, booming voice that reverberated far and wide across the darkened city square. He no longer identified himself as any of the six Constructicons, but as a distinct, new personality – one that had emerged from the gestalt of the six individuals who comprised him. "Ready for extermination!" he announced, looking down at Megatron, clenching his hands into large fists ready to pummel the dysfunctional drones to scrap.

"Impressive. Now, let's see just what he is capable of," the Decepticon leader said to his Decepticons before looking up to meet the giant's gaze. He pointed towards the main street in front of the tower, and then commanded, "Destroy the Nemesis Army."

With that, the Constructicon gestalt turned around and began to track down and eradicate as many drones as he could find, trampling them underfoot or crushing them in his giant hands, intent on carrying out his mission of destruction.


	10. Chapter 10

**Chapter 10**

When Straxus had fled after his first assault on Iacon, and the Nemesis Army had left the immediate area to follow Nemesis Prime to the communications tower, most of the able-bodied Autobots who had remained at the Command Center to help clean up and repair the damage left behind by the drones had concentrated most of their efforts in the med bay. Several cadets, including Skids, Pipes and Sureshot, later joined by Sprocket and Powerflash, worked non-stop to assist Ratchet, the attending medical officer, with urgent repairs on the wounded, or on the non-functional who could still be saved.

Then, when the main power had shut down, they had scrambled to get back-up units operational, prioritizing those who required an ongoing power supply to remain in a stable condition. Soon after, when Ironhide had arrived to deliver an off-lined and damaged Optronix, Hot Rod and Blaster had burst into the poorly lit med bay yelling for assistance. It had been all hands on deck to help clear a berth for Optronix so that he could receive the necessary repairs as quickly as possible.

Throughout the entire procedure, Hot Rod had refused to leave Optronix's side. Ratchet had worked diligently, and had not given up on the cadet, even as all his skills and knowledge were put to the test, until a short time after the main power was restored when he took a step back and laid his tools down on a nearby table.

"Well, is he going to be all right?" Hot Rod asked the red and white medic, anxious to hear the news of Optronix's recovery.

Ratchet looked down at the unconscious patient, who was still connected up to monitoring equipment and sensors, and responded in a weary, yet hopeful, tone. "We won't know until he regains consciousness. He's just lucky that his spark chamber was still intact. Let him rest." Then he placed a reassuring hand on Hot Rod's forearm, before walking away to attend to other patients.

* * *

The Nemesis Army proved to be no match against the Constructicon gestalt combiner. In little under an hour, the giant robot had put an end to the menace of the undead drones by trampling them underfoot or scooping them up and either crushing them with his hands or smashing them against a solid surface.

Several hours later, the Autobots began to organize clean up crews to remove the mangled and dysfunctional bodies of the drones that still littered the streets of Iacon Central in the aftermath of their total destruction. They would later send out repair crews to the outer suburbs where the drones had begun their invasion, as well as search parties to recover any injured Autobot who had been left out on his own, and who had been unable to find shelter during the invasion.

Finally, once Straxus and his surviving soldiers had been gathered together and moved to a holding cell within the Command Center's cell block, where Deluge had also been imprisoned, Sentinel aborted the city-wide emergency status, and declared the official end to Straxus' rule on Cybertron.

In the meantime, Shockwave had informed Sentinel about the Ore-13 that he'd discovered had been used to animate the drones, and had warned him that it would be necessary to ensure that every piece of drone they could recover, no matter how small, would need to be completely destroyed so that no trace of its tainted energon would survive. Sentinel had listened to his advice and, since the Autobots were in the Decepticons' debt for not only helping them defeat Straxus, but also for ending the drone army invasion, for the time being at least, a truce between the two factions had been agreed to.

"The smelting pools in Polyhex would be ideal," Sentinel told the Decepticon guardian. "It will leave no trace."

"Agreed," Shockwave replied. Content to end their discussion there, he was about to turn away when Sentinel spoke again, loud enough for the rest of the Decepticons to hear.

"Wait–" he started, but then looked down uncertainly at the Matrix in his hand, said nothing further.

Megatron caught his drift, and realized that Sentinel would not be able to re-establish his status as Prime until the Matrix of Leadership was purged of its Ore-13, lest he should become another Nemesis Prime. Since there was no benefit in denying him his position of leadership, Megatron offered him the solution to his dilemma. "Take Deluge with you to Darkmount. There, he will be able to restore your Matrix," Megatron said, and then turned to leave, not keen on engaging Sentinel any further due to the distrust and animosity that the latter had shown him and the Decepticons in the past. However, as Megatron began to turn away Sentinel spoke up again.

"Megatron," he uttered, and waited for the Decepticon leader to acknowledge his gaze before continuing. "Thank you," he said in a low voice, his discomfort in showing humility, combined with the sincerity of his gratitude, evident to all.

Megatron gave him a small nod in acknowledgment, before finally walking away.

* * *

One hour later, Skyfire left for Darkmount, transporting Sentinel and a handful of cadets that the Prime had selected to accompany him to Straxus' former stronghold – namely Skids, Pipes, Sureshot, Sprocket, Powerflash and Blaster. They also had Deluge with them. Hot Rod had chosen to remain with Optronix in the med bay.

"Sir, what will happen to Straxus?" Skids asked Sentinel, as the fortress came into view below them, its solid, high walls taking on the morose, gloomy quality that was reminiscent of an abandoned structure.

Sentinel kept his gaze focused outside the canopy window. "He'll be sent to Garrus-1."

"Is it true that those drones used to be former inmates of Garrus-1?" Sureshot asked, curious.

The Autobot leader glanced towards the inexperienced cadets, who were all filled with a naïve, innocent curiosity, and then looked at Deluge, who sat motionless in his corner. The Destron scientist had not spoken a word since they'd left. "Where did you hear that?" he answered Sureshot with a question of his own.

The yellow and red speedster shrugged, trying to appear nonchalant. "I overheard you talking to that Decepticon about it," he said.

"Ah." Sentinel looked back out the window and pondered the recent conversation he'd had with Shockwave. Then he sighed. There would be no harm in telling the cadets what he'd learned, especially now that the threat of Straxus or his Nemesis Army was completely over. "Yes, it appears that many of them were recruited from Garrus-1."

"Wow, what a way to go," Sprocket commented, giving Deluge an accusatory glare. "You know, maybe we ought to do to Straxus and his deadbeat flunkies what they did to those inmates?" It was obvious that the bitterness in his voice had been directed at Deluge in an attempt to elicit a response from the scientist. However, Deluge simply ignored him.

Shortly after Skyfire touched down just outside the fortress, the Autobots allowed Deluge to lead the way into the fortified castle and then down to his lab, keeping a close optic on him as they went. After they'd navigated the darkened labyrinth, Deluge finally stopped in front of a sealed door. "Well, here we are," he said matter-of-factly.

Sentinel looked around at the unfamiliar surroundings with impatience. "This is not the laboratory," he stated.

Deluge looked at him blankly. "No, it isn't," he said, and then input a code on the wall panel beside him to unlock the door, which slid open to reveal a large ante-chamber with a lone terminal in the center of the space. Then he held out his hand. "Give me the Matrix."

Sentinel did not trust the scientist at all; yet, Deluge was the only one with the full authorization and know-how to reverse the process that had caused the Matrix to become tainted with the Ore-13. And, besides, if the Destron so much as tried to escape or sabotage the task in some way, Sentinel would blow his head off with his cannon. So far, however, Deluge seemed willing to co-operate and had complied with his every demand thus far without causing any further trouble.

Hesitantly, he handed Deluge the Matrix, and the Autobots followed him into the room, watching him carefully as he placed the artefact inside a compartment beneath the central console. Inputting a set of instructions into the terminal, the hidden compartment retracted, and Deluge activated the reverse sequence.

The process did not take long to complete. In less than a breem, Sentinel held the restored Matrix in his hands.

Skyfire and the cadets watched with satisfaction and delight as Sentinel opened up his chest panel and inserted the treasured artefact neatly into the receptacle inside his chest. Within a few moments, the transformation process was initiated, and Sentinel was changed back into Sentinel Prime.

* * *

When Optronix eventually came back online almost a day later, he was surrounded by his fellow class mates from the War Academy, though two were notably absent: Magnus, and Scrounge. Alpha Trion was also present.

He sat up slowly on his berth and, realizing he was in the med bay, was confused. "What… what happened?" he asked, looking around at all the familiar faces.

Hot Rod, in particular, was overwhelmed with joy and relief, and leaned forward to embrace his friend in a firm, spontaneous embrace. When Hot Rod pulled away, his hand still grasping Optronix's arm, he seemed about to choke up. "We thought we'd lost you," he blurted, overjoyed to see his friend back to normal, and functional, again.

"Welcome back to the world of the living, Op!" Blaster said cheerfully.

Optronix looked around again at all his friends, and slowly shook his head as he looked down, held his head in his hands. When he felt a hand on his shoulder, he looked up to see Alpha Trion smiling down at him. "Your friend is right, you know. We almost lost you."

"Alpha Trion," Optronix said softly, and then faltered, unsure of what to say.

"You have no memory of your ordeal, have you?" his guardian interjected, nodding with sympathetic understanding.

"No," Optronix admitted, although the horrible memory of Sentinel's capture, of Straxus and the drone army in Iacon, and of the execution of his friend Magnus, all came flooding back into his processor. "The last thing I remember…" he began, and then looked down at his frame, unsure whether the memory of Deluge inserting the Matrix into his chest compartment had been a real event, or his delusion. "I remember Deluge… he had the Matrix of Leadership," he said at last.

Over the next several breems, Optronix's class mates filled him in on everything that had happened – from his stint as Nemesis Prime, and the second battle against Straxus and his army, to the final defeat of the Nemesis Army thanks to the Decepticons' new combiner technology.

Optronix listened patiently to every word as the cadets hustled around him, each wanting to have their say, until finally there was a break in the chatter and he was able to speak. "I am glad that everything worked out, and that I – or, Nemesis Prime – was not able to contact Primus," he said, eliciting a few chuckles. Then he paused, looked back at them all with apprehension. "Magnus… Scrounge?"

The room suddenly fell silent. Not a single mech in the room was able to deny the regret and sadness that they felt. Optronix knew the answer to his query even as Hot Rod shook his head sorrowfully, and he bowed his head in mourning for the cadets who had recently lost their lives.

"They'll always be in our hearts and in our memory," Blaster said quietly, but there was nothing more he could say or do to make the situation better. They had all lost a good friend in Magnus, a friend who they would never see again; and even Scrounge – who had been the butt of all their jokes during class – would not be forgotten.

The sound of a voice being cleared behind them distracted them from their grief. "Uh, ahem, I hate to break up your reunion but I just want to let you all know that I was able to salvage your friend's spark chamber. Now, I'm not making you any promises, but if I can rebuild his body I should be able to bring him back from the dead."

Hot Rod suddenly stood up from his seat beside Optronix and turned to face the medical officer who had just spoken, as the rest of the cadets all refocused their attention to the red and white mech. "What?" he started, confused. "What friend?"

Ratchet looked back at the orange and red cadet with an expression of quiet satisfaction. "I believe his name is… Magnus?"

And no sooner had he uttered the cadet's name, than the room suddenly broke out in cheers and shouts of joy, hugs and congratulations shared all round. Even Ratchet, who happened to find himself in the midst of all the excitement, was pulled into a rough embrace by Hot Rod, who could not contain his delight, or his gratitude, for the encouraging news.

"Thank you, Primus," Hot Rod whispered in utter relief. "Thank you."

* * * End of _The Nemesis Army_ * * *


End file.
